


Cutting Strings

by PinkWisp



Series: Toy Soldiers [7]
Category: RWBY
Genre: Action/Adventure, Canon Compliant, Crushing on your teammate, Domestic, Eventual Relationships, F/F, Fluff, Humor, Multi, Mutual Pining, OT4, Penny Polendina centric, Self-Discovery, Slice of Life, Slow Burn, pre-fall of beacon
Language: English
Status: Completed
Published: 2020-02-18
Updated: 2020-06-04
Packaged: 2021-02-27 20:20:09
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 13
Words: 67,034
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22781638
Author URL: https://archiveofourown.org/users/PinkWisp/pseuds/PinkWisp
Summary: "I want to stay at Beacon."A look into Penny's early robo days and life in Atlas before the Fall  of Beacon. Penny trying keep her robotness a secret from her faux Team APCX (Apex) and trying to figuring out how humans-and-emotions™ work. Along the way she meets Winter, the Happy Huntresses, and Ace-Ops.
Relationships: May Marigold/Original Female Character(s), May Marigold/Winter Schnee, Penny Polendina/Winter Schnee, Penny Polendina/Winter Schnee/May Marigold/Original Female Character(s)
Series: Toy Soldiers [7]
Series URL: https://archiveofourown.org/series/1650538
Comments: 37
Kudos: 45





	1. The Rebels

**Summary for the Chapter:**

> Penny is almost ready to leave the lab. But is she truly ready for how unpredictable the world can be?
> 
>  __  
> 

**Notes for the Chapter:**

> edited : 12/7/20

_Day 239 since creation. Day three since latest artificial skin tear. Three trials cleared._  


Penny waited as Dr. Pietro and General Ironwood configured the training room. She closed her eyes and bounced on her feet. Processors warming up for the trial to come, with a review of the previous ones.  


The first trial took place two days after her creation. It tested her mobility and reaction time. Penny didn’t get exhausted like humans, she didn’t need to breath for the same reasons. Rather it helped cool down her internal mechanisms. It was quite a shock when her visual input didn’t match up with her audio sensors. It took two tries to complete the first trial.  


The second test was the easiest and soon breathing became second nature. Dr. Pietro and General Ironwood tested her strength. Several broken equipment later, they tested her control. That was the hardest to pass. Everything broke under metal fingers. Dr. Pietro had to make several alterations to the synthetic skin Penny wore. It was a complicated mix of Dust and wires that relayed Aura and pressure to her processors.  


The first test overloaded her systems. Too many inputs, too many anomalies. But strangest error was conflicting drivers…  


Penny realized it after the 5th prototype. Father didn’t design the artificial skin! No scientist, or official _Atlesian_ scientist did! Ironwood was very hesitant and careful with his words whenever she had asked about it.  


Dr. Pietro smiled and said, “You’ll meet her… hopefully soon.”  


Penny frowned remembering it. Father said the last bit softly, as if he was whispering to himself. Like it was a secret from the General. But he couldn’t have forgotten her sensitive hearing. One that could detected a change in his voice, even if Penny did not know what it meant. Yet. It was similar to when Ironwood talked about the council.  


Was it contempt? What did it feel like?  


“Ahem. Penny, darling?” Dr. Pietro called out. A hand rested against her own and Penny opened her eyes. Her background processors did tell her someone was approaching but she was too focused on internal questions.  


“Is the last trial ready?”  


“Yes but… is something on your mind?”  


“Is that possible?” Penny asked with wonder. “The mind doesn’t take physical form so-”  


“No, no, darling,” Dr. Pietro chuckled softly. He let her hand go after softly patting it. “You seemed to be thinking hard about something.”  


“Oh!” Penny perked up, “It’s about who created this artificial skin. Does General Ironwood not want me to meet them? If they are capable of adding functionality or upgrades wouldn’t it be more productive if they know what I am?”  


Dr. Pietro was silent for a moment. Penny saw his eyes flicker, small twitches in his face before everything smoothed out. He let out a long and tired sigh, “I guess brains run in the family.” He muttered. She noted soft whispering seems to be personal so she didn’t comment on how brains don’t have the functionality to run. “I tried convincing James but… there are _other_ factors at work.”  


“Hm…” Penny nodded. It wasn’t answer but she was satisfied with the attempt. For now.  


Penny entered the training room. Hard-light shaping the room into one with random short square. Up in the control room, Penny could see the unique silhouette of her father and his chair next to Ironwood. They talked briefly before the General’s voice came through the speakers.  


“Penny, your final test is a combat test. Your goal isn’t just to destroy the bots, it’s to show me what your made of.”  


She frowned, head tilting and raising a brow. “But sir… You already know what I’m made of.”  


There was a moment of silence. Then some soft chuckling through the speakers. “Show me that you are combat ready.”  


That lit a spark in Penny. She grinned, swords flaring from her backpack. “Yes, sir!”  


Side panels opened an Atlesian Knight-130 marched into the training room. They were… stiff. Mechanical. She looked at her own hands for a moment. Opening and closing them. The artificial skin detected her fist, hide the ball joints. Everything _looked_ natural…  


Penny looked forward, “Ready, sir!”  


The AK-130 opened fired and marched forward. The bullets were easy to deflect with Floating Array and it took little effort to slice them open. She took a moment, looking at the sparks and wires…Then next wave AK-130 marched forward, opening fire. It was wasn’t a challenge. They were predictable. Her own programming was far beyond what the AK line could simulate.  


2, 3, 4 waves later and she looked to the control room. Penny saw two additional figures before the speakers on the AK-130 crackled to life.  


“Security Breached-”  


“Uh! Ignore that!” A stranger’s voice quickly said over intercom. “I have full permission to alter their program this time!”  


“This time…” Another women softly muttered with a snort.  


For a moment the AK-130’s guns lowered. Then several in the rear broke out into a sprint- Penny gasped. Flanking maneuvers were beyond this current model. Her instincts moved Floating Array in front of her. Spinning blades slicing bullets. Two bots ran left. Two running right. Three marched forward, a constant burst of bullets.  


Penny retreated back. Floating Array shifted into guns and boosted her into cover. That was her intention anyway. She technically didn’t need it-  


“Oh!” A bullet bounced off the hard-light structure. Penny stepped behind it. There was a conflict in her programming. There was a 100% chance of success in standing her ground and fighting, a 20% she might get hit. But… she wasn’t scared. So what if she got hit? Her chassis can withstand more pressure than the bullets can create. Yet was just something telling her to _protect_ herself.  


But she was not in any real danger.  


The flanking robots appeared first, only to be shot in half. Floating Array spun around her. Red and faint smoke caught her eye. She had charged it too fast. With a small frown Penny shifted it back into her swords. Jumping out of cover she sent them flying forward, piercing the remaining three robots.  


After that the waves blurred together. No breaks. Just an endless stream. The bots grew more and more challenging. From basic flanking maneuvers to militant sacrifices and distractions. Sometimes her own AI struggled to find a satisfying solution and it left her frozen on the battlefield. Then the bigger guns came out.  


The Spider Droid.  


It dropped in front of her from the ceiling. Metal tiles broke under its feet, a small explosion of sparks, wires, and broken metal. Penny blinked up at it. That didn’t make sense. General Ironwood would never allow such a dangerous-  


The cannons charged.  


Penny stood her ground, stance widening as Floating Array charged for another attack.  


The intercom crackled, the two strangers bickering despite the General’s presence.  


“Are you crazy!? That will kill her!”  


“Ironwood said not to hold back!”  


“Of course an _Atlesian_ wouldn’t understand consequence! Shut it down or-”  


Penny gasped. The cannons fired before they were fully charged. Floating Array pushed her back, firing at the ground just avoiding the attack.  


“Glade! Get back this instant!” This time Ironwood’s voice rang through the speakers instead of being muffled through thick glass. A few seconds later the doors of the training room opened. A women with familiar yet _unfamiliar_ gold horns skated in on hard-light blades that cut into the metal floor. She was in the Military’s Database, but file came up. Not an ally, not another soldier, a student… A civilian.  


What was the General doing? Why was she in this facility?  


Penny frowned. “Ma’am. Please evacuate.”  


The goat Faunus paused, staring at her with… an expression. One Penny have never seen in the labs, with her father or General Ironwood. Brows furrowed, mouth in a small scowl, head tilted. Did Faunus express themselves different? Penny filed it away for later. Right now a flash of alarm came over the Faunus features.  


“Move!” In a burst of bright red and purple she was suddenly carrying Penny. Metal talons of the giant security bot pierced the floor where they both once stood.  


Her metal frame was nearly five times stronger than the floor. Without reinforcing it with Aura. “Your assistance is not necessary!” Penny frowned struggling against a surprisingly tight hold.  


“Glade!” The General’s voice came from the speakers again. It was lower, hard. Her programming instantly recognize it as commanding and furious. She didn’t like it. “Do not interrupt Ms. Polendina’s combat test.”  


“Not happening Tin Man!” The women yelled back with a roll of her eyes. Glowing Eyes… Civilians don’t normally have their semblance unlocked. Penny heard a soft sound of metal cutting metal and looked down. The hard-light blades barely floated above the surface, then it dug deep stopping the drift. Purple glow and weightlessness despite Penny’s high density? Gravity Dust, Penny concluded with a nod, and a very _skilled_ , non-civilian usage of it. “Besides, you seriously thought I’d just stand by and watch? What does my record say?”  


*“Technically Glade _doesn’t_ have a record because she was found innocent of all the 43 charges of assault. Or she was assisting legal Huntsmen, so there for it _wasn’t_ assault.” The hacker’s voice playfully informed.  


Glade huffed, glaring up at the control room. Then those glowing blue eyes shifted to Penny. “Want to shut them up?”  


“I… I…” Penny froze. Her processors didn’t know what to make of Glade’s tone or grin. Part of her said not to follow the advice of a women with a possible criminal record. But this situation was an anomaly her simulators could never mimic. Curiously eventually won but Penny’s caution didn’t fade. “Possibly. What do you have in mind?”  


“Teach that _Atlesian_ what consequence means.” Glade suddenly dodged back, eyes not leaving Penny even as several shots followed her. The women easily dodged them all. “The main cannon is on cooldown! We need to piss it off first!”  


“That is counterproductive to my goal!”  


Glade rolled her eyes. Much to Penny’s relief, the possible Civilian stopped blindly dodging and finally looked at the Spider Droid. Penny noted the glowing Dust in the women’s legs. It glowed a soft purple, as gravity gently lifted her off the ground again. Small debris floated until Glade drifted away.  


“Is it really a victory if it ain’t fun?” The non-combative asked with a wink. Penny frowned and didn’t answer. She allowed Glade to focus on dodging.  


Why would enjoyability of her mission override the results?  


The fight continued and with two targets the Spider Droid was more aggressive. Penny was more passive. She couldn’t take any drastic measures with an unknown variable on the field. She had to be more careful, more mindful of the synthetic skin hiding her metal frame. Worst yet she couldn’t entirely focus on the Droid. More and more processing power went to Glade, trying to predict her next move and analyzing the fastest way to help her.  


The Faunus women should be frighten. She had no weapon to defend against one of Atlas’ strongest military robots. Instead, the non-combative _laughed._ A glance at Floating Array showed no signs of overheating. She sent the blades as deep as she could get it into the Spider Droid’s chassis.  


Too deep.  


Penny gasped, pulling the strings but it didn’t budge. Glade jumped on, gravity Dust latching her onto the metal as if it was the floor. She pulled at the handle of the swords but that didn’t work either.  


“And victory goes to me!” The hacker laughed over the speakers. The main cannons started charging again. Glade cursed, kicking at the joints but the hard-light blades on her legs couldn’t cleave through the thick metal.  


“Jump!” Glade yelled.  


Certainly Penny didn’t hear right, “Jump?”  


“Yes! Jump!” Glade repeated. “As high as you can!” Penny jumped but didn’t obey the second command. That much force would break the floor. Of course the Droid’s targeting parameters means that the cannon followed her up. The Faunus ran off the barrel and waited a few seconds.  


The cannon hummed louder and louder, energy shining bright.  


Then Glade leaped off, lunging at Penny and grabbing her. “Oh shit,” Gravity pulled hard on both of them. Much harder than anticipated, with Penny’s mass. Penny barely had time to shift their positions, moving Glade on top of her as her robotic body created small crater in the floor, bending tiles up and causing broken wires to spark at her false skin.  


Beyond Glade, Penny saw the cannon aimed at-  


“The control room!” Penny gasped.  


“Off, off, off!” The hacker’s fingers scrambled across the keyboard. “I can’t-”  


Dad!  


Penny shoved Glade off her. She charged Floating Array for a full shot and aimed for the rear joints of its legs. It pierce through. The Spider Droid tilted back, impact just a few feet above the control room. Hard-light barrier flickering at the impact. The Spider Droid shut flickered, smoke coming from the joints as it overheated and shut down.  


It reminded Penny to take a deep breath. Her Aura was _awake_ and sending nearly overwhelming power through her circuits. Emergency took priority over her own systems and they were on the verge of overheating as well. Penny slowly eased out of a battle stance. It took a while for her combat analysis to catch up and finally read the situation as a success.  


It helped that Glade was on the floor laughing. She had a hand over her eyes, “Goddess and Gods! I’ve never been more terrified in my life.”  


“And…” Penny frowned looking down at her. “You’re laughing?”  


“I’m alive, unharmed, rescued by a cute girl.” Glade listed. There was a quiver to her voice, almost smoothed out with a grin. Penny frowned down at her. Glade, the other visitor called her. “Where’s the negative?” Glade asked rolling onto her knees and pushing herself onto her feet- prosthetic feet, most of her legs were metal- with a long groan. “I’m out of breath. How do people do this?”  


“With _proper_ training, one you rejected time and time again,” Ironwood answered through the speakers. Even as Glade made a face and attempted to wave away the voice. “Ms. Glade, Ms. Xanthic. Thank you for your… assistance. A transport will be here shortly to return you both home.”  


“Of course he’d want me gone as soon as possible. Can’t blame him,” Glade sighed under her breath. She gave Penny a smile as she walked… or floated- how much gravity Dust is on that women, to the door, “Nice to finally meet you!”  


Penny wasn’t sure if the feeling was mutual.  


When she returned to the control room. The two strangers were gone but they left small pieces of evidence. Coffee rings on the terminal, which all Atlesian military personal and student faculty knew not to do. Some bits of candy and scratch marks on the floors were proof that Glade was up here too.  


“Penny.”  


She stood at attention, eyes snapping back to General Ironwood. “Yes, sir?”  


“I apologize, I haven’t been completely honest with the final trial.” The General started, “It wasn’t just a combat test, but also how you would handle yourself in an uncontrolled environment, with… unorthodox civilians.” So General Ironwood… brought in a hacker and Glade because he _knew_ and _wanted_ them to disobey orders?  


“Gah,” Dr. Pietro scoffed at him, waving Ironwood’s concerns away. “What do you think of Glade, darling?”  


Penny paused, replaying footage of the fight. “She’s… good with Dust. Reckless.” Glade dodged without acknowledging the Spider Droid, _"Very_ perceptive." She listed. But it didn’t feel right.  


“But what do you _think_ of her?” Dr. Pietro gently prodded.  


Penny hummed, trying to turn off her combative protocols and focus beyond the fight. It was difficult. Her programing was confused, telling Penny a civilian wouldn’t run towards danger. “I don’t… understand?”  


“She ran out because she thought you were _in danger_ ,” Dr. Pietro corrected with a smile. Penny didn’t like the way it lacked the same muscles as usual. How it slowly sank into… something sad? “Glade is hotheaded and stubborn at times, but she’s brilliant. And deep, deep beneath it all, caring.”  


“It’s because of that brilliance she _shouldn’t_ be sent on this mission,” Ironwood argued, but it had no real effort in the tone. “Though I suppose a personal connection with you Doctor, will ensure Penny’s success.”  


Penny frowned, staying silent until she was finally addressed again. Ironwood listed many cons against Glade and the hacker while her father gently persuaded that some of them were advantages. Her father was silent as the General emphasis that they weren’t trustworthy.  


Finally Ironwood sighed, “Penny.” She stood at attention again. “One fight doesn’t prove that you are ready for true combat, against the Grimm, against higher powers, but you have proven capable of fulfilling this duty.” This felt a little redundant but Penny didn’t speak up. She willed her processors to focus on what Ironwood was saying instead of comparing the list of pros and cons herself. How can a kind person be untrustworthy- “So we are sending you to the Vytal Festival.”  


“What?” Penny gasped. Her Aura flared a crossed her systems, giving more energy than she needed. She found herself bouncing, fist tightly clenched. “I’m going to Vale!”  


“And school,” Dr. Pietro added with a smile.  


At that Penny paused, head tilted in confusion. Anything she’d need to know about fighting Grimm could easily be downloaded. Studying was… an obsolete method to obtain information for her.  


“It would be suspicious if a student with your talents suddenly appeared at the Vytal festival with no public record. The other nations may try to accuse Atlas of cheating.” Ironwood said with a soft chuckle. “Ms. Glade is one of the possible teammates we have chosen for you.”  


“Oh! I think me and Ms. Glade will get along splendidly-” Penny cut herself off with a gasp. What did Glade say? _Nice to finally meet you._ They did call her brilliant- “Did she design the sensors in the Artificial skin?”  


General Ironwood frowned, looking at his right arm. “That… and more,” He said, one again whispering the last bit under his breath. His face was different than her father’s when he did it, but it was definitely not a positive emotion. Could the same physical behavior be used for more than one emotion? Why did the General not trust Glade?  


“Father, may I formally met Ms. Glade?”  


Dr. Pietro let out a nervous and sad laugh. “Soon, darling. We’ll let Glade recover first. She’s not who she used to be,” His eyes shifted to Ironwood. Why? Whatever look that crossed over her father’s face was gone in an organic blink. “And Ms. Xanthic pushed that Spider Droid well past its limitations.”  


With the meeting winding down and Penny’s final trial run a success she was dismissed back to the labs. Her walk was quiet and undisturbed. Only her father and Ironwood had permanent access to this facility. A brief research into Ms. Glade brought up several women in the data banks. She filtered her Faunus Horns and found none.  


Penny frowned and adjusted the parameters. Instead of horned Faunus she filtered it to all Faunus’. Only one women came up but the features were wrong. Instead of those golden horns wrapping around her head there was ears protruding from the sides. She looked at the meta data for the date.  


_Weird right? She looks better with the horns._  


Penny paused. Tempering with official Atlas records was a criminal offense. And it was not a glitch. Penny refreshed her visual feed, blinking a few times and referred the page on Glade. The photo changed to one that did not fit Atlas’ requirements for a dossier. All photos must be shoulders up, forward facing with a neutral expression.  


This one had several people it and was dynamic. Glade struggled against another Faunus who laughed and used her legs to keep a golden prosthetic horn out of reach- as it sunk into her _Deep Pockets._ Or at least Penny hoped the horns were prosthetics. The photo itself could be altered. A hacker was not a reliable source of information.  


_Huntress Fiona Thyme bullying civilian Aurora Glade._  


Penny looked around. The hallway was empty but there were was a drop of evidence that someone other than her father and General Ironwood has passed through. Precisely a drop of coffee on the ground. Penny looked around, “Altering Atlas information is a poor method of communication, Ms. Xanthic.” Her scroll pinged before she was done speaking.  


_“It’s about sending a message.”_  


“How does changing the delivery method-”  


_“By the Brothers- I’m not one of Ironwood’s soldiers so he can’t order me around like one. I want to know what’s up.”_  


“Well… the city of Atlas is up.”  


Penny had to wait a few seconds for a response. For some reason it made her nervous.  


_“Okay, plan b. We’re going to see the goat.”_  


“The goat- Ms. Glade!”  


_“Yep. I’ll meet you here.”_ Ms. Xanthic sent a map of the facility with a red blinking dot at the back. _“All the cameras are on loop but hurry. I don’t want get caught again.”_  


Penny held the scroll to her chest. This… This wasn’t an approved course of action. Meeting a hacker skilled enough play with Atlas Drones and the database was not a smart thing a robot should do. But didn’t care. She bounced on her feet and looked around. If she snuck out her father would be disappointed… Right? But it seems that he wanted her to meet Ms. Glade. For unknown reasons General Ironwood is stopping him. Glade jumped in to rescue her, her father believes Glade is kind and trusting. The Faunus wouldn’t harm her…  


But every reason and logic was drowned out by curiosity. This was a situation that was beyond what her simulators could produce.  


“Okay.” Penny whispered to herself. She felt… unsure?  


The ride to Mantle was awkward and silent, except for the soft music playing from the speakers. Ms. Xanthic was… not as welcoming or kind as Ms. Glades. The only similarity was their abnormal eyes. Glade’s glowed from her semblance while Xanthic’s was glowing obviously cybernetic.  


Her first words to Penny was, “Don’t talk to me. Talk to Glade.” So Penny quietly sat in the transport and played with her hand.  


Until the view _outside…_ Outside the lab her attention.  


“Wow! The sky is gorgeous!” The vast blue melted into pink and reds, brighter than the lights or plasma cutters in the lab. “It’s much different in person…” Penny closed her eyes and pressed her for head to the window. With a thought she recalled her visual data of just seconds before. The view of Atlas and Mantle, the setting sun and a palette of color Penny never saw within shining metal walls. It was better than the pre-installed photos. It was the same as the world beyond the window, pixel for pixel but… _Being_ outside…  


“Brothers, you really do sound like Glade sometimes,” Xanthic mumbled under her breath, cybernetic eyes rolling. “But… I know what you mean. Things haven’t been the same with these replacements.”  


“If I may,” Penny said looking at the hacker. She gestured for the girl to continue talking, “What happen to your eyes?”  


“Nothing you’ll find on the net,” Xanthic said. Her chest puffed out a little proud. The grin on her face matched her a lot better than the scowl but it was gone in a few seconds. “Seems like Dr. P gave you an upgraded version.”  


“Oh um… Possibly.”  


“What happen to yours?”  


At that Penny found closed her mouth, lips pressed to a tight line. Nothing happened to them, she was created with these eyes. But that was highly confidential information. Penny _is_ highly confidential information. She shouldn’t be out here. Penny looked at her hands in her lap, wringing them ever so slightly. If anyone applied the right pressure they could feel the ball joints in her fingers.  


“A secret for a secret, Ms. Polendina,” Xanthic said resting back against the backseat. She took a shaky breath and hugged her jacket to herself. “I thought Mantle had heaters? How is it this cold.”  


“I…” Penny couldn’t tell a stranger, a _hacker,_ she was a robot and couldn’t feel the cold. “This is my first time in Mantle.”  


“I guess… you can say it’s _my_ first time down here too,” Xanthic said with a small laugh.  


The silence afterwards was much more comfortable and shorter. The transport landed right on top a building. Penny thanked Xanthic’s robot butler who looked at her but did not respond. Instead Xanthic frowned and rolled her eyes, “So much like Glade…”  


“Do you know Ms. Glade?” Penny asked following the women to the roof access. She watched her pull out her scroll. The hacker didn’t press it to the scanner for entry, she opened it and… Lines of code appeared- Xanthic hacked the locked and the door hissed open. Penny gasped, “We can’t break into Ms. Glade’s home!”  


“Is it really trespassing if she’s expecting us?”  


“Well, we are…” Penny paused double checking the dictionary and Atlesian laws in her head. “Not infringing on her privacy.” Penny wrung her hands again. This was _definitely_ not acceptable behavior, even her father wanted her to meet Glade, he definitely disapprove of this. “Nor have we come with the intent to harm… but…” Glades may not want to harm Penny but this was a hacker. Penny could be lured into a trap though… she would easily be able to sense whatever was lurking in the dark and fight her way free.  


“Oh, _now_ the huntress-in-training is scared? Where was this with the Droid?” Xanthic said, once again rolling her eyes. Penny frowned. She wasn’t scared. Safety protocols was just overreacting again. “Then I’ll have Glade drag you in. And to answer your question, no. _I_ don’t know the damn goat personally, Glade’s reputation precedes her.” Xanthic entered without checking to see if Penny would follow.  


After a small nervous dance and looking around as if someone would order her, Penny finally entered the building. She made sure the door would properly lock behind them. Xanthic was just a few steps down, looking at the building’s layout on her scroll.  


“Her living quarters are… second floor from the top. Fun fact, she owns the entire building and her shop is the first two floors. Space between that and her apartment are testing rooms, workshops and storage.” Xanthic pocketed her scroll and lead Penny down a few more steps then to a door which she immediately opened.  


Penny expected another hall but instead was greeted by bright lights and a living room. Random bits of machinery laid scattered the place, almost in an organized mess. Penny could see an open drone on the coffee table, screws and internal parts too close to a prosthetic arm to be organized.  


From the other end of the living room a door opened. Glade had that expression again, brows furred, mouth slightly open. After spending time with Xanthic, Penny realized Glade was glaring a little. Behind her another young adult in Police Academy uniform. She stared intensely at Ms. Xanthic.  


“Ashley Xanthic. Age 19. Recently found guilty of hacking Atlesian Military Facility.”  


That odd face Glade had on instantly turned to joy. At least that was something Penny knew. “And you were ragging on _my_ record! You were dumb enough to get caught!” Glade said throwing her head back with a laugh.  


Xanthic scowled, a blush contrasting her blue bob. “Shut it, you goat!” That only made Glade snort and laugh harder. “I have so many regrets.”  


“I suppose breaking the law, _multiple times,_ isn’t one of them.” The officer-in-training frowned. She walked around Glade but no further into the apartment. Her eyes inspected Penny, “You are… unknown.”  


“She’s Penny Polendina,” Xanthic said while Glade tried gasping for air. She just laughed harder. The hacker hummed, not a pleasant hum like father’s singing. Xanthic had her lips parted in a slight scowl, so more of a growl than a hum? Ms. Xanthic waved her arms, “This bitch is Ciel Soleil, and you’ve already met Aurora Glade.”  


“Play nice, Xan,” Glade giggled. It finally stopped once she detached her metal feet. There was a soft hiss from the prosthetic and from pain. Glade slotted lighter, simpler ones. Indoor feet, Penny giggled to herself. “Shoes off, make yourself at home! Apparently we’re going to be spending a lot of time together.”  


But Penny is a highly classified weapon. She wasn’t suppose to be out here, wasn’t suppose to be with people. “What… do you mean?” Penny asked hesitating. Her mind quickly fired up several scenarios, most of them involving the hacker discovering her origins-  


“I was trying to get rid of my records but found something else linked to my file,” Xanthic said with a shrug. She took Glade’s offer and walked into the kitchen. The sound of a coffee machine followed. “Apparently we’re going to be a huntress team.” Of course! Ironwood was saying something about Glade and the Vytal Festival. “I’d like to meet everyone on my terms before becoming Ironwood’s puppet.”  


Penny tried not to flinch under those words, but it spat out like hot wires against her processors. At first she thought no one notice but Glade’s eyes lingered a little too long. They both looked at Ciel when she scoffed.  


"I’m not interested in behind dragged into whatever you _anarchist_ have planned. If the _General of our Kingdom,"_ Penny noted how Glade and Xanthic rolled their eyes, “Has a directive for us we’d best follow it,” Ciel said. “I have an exam tomorrow, so if you’d excuse me-” She was not excused. Glade stepped in front of her.  


“I’ll help you study,” Glade offered, “I helped my friends all the time while they were in combat school.”  


Ciel looked up with a stare that had no emotion. A blank stare? Penny believed it was called. “We aren’t friends.”  


“But we _will_ be teammates.” Glade said with a grin. She leaned forward until she was eye level with the officer-in-training and held up one finger, “And it’s called being polite.” A second finger went up, “A new perspective will help.” Three used her thumb instead of her ring finger, “And this way you won’t be wasting time going back home and cooking your own dinner.” Then Glade straighten out to nearly half a head taller than Ciel and held out her hand. “Good?”  


“Those are… acceptable terms,” Ciel relented with a sigh. She shook her hand and finally stepped into the apartment. “Rumor has it you’re a good cook.”  


“Rumor has it you humans have a taste buds like cardboards.” Glade said with a small laugh. She looked at Penny and crossed her arms. “What? I need to talk you into staying too?”  


Penny was still by the door, hands clasped together. She bounced a little, still unsure if she should stay or go… Her father trusted Glade. General Ironwood didn’t trust either of them. But if the hacker and mechanic wanted to harm her they would have done it already. And if not, P.E.N.N.Y could handle two civilians.  


“Hm. No, I think I’ll stay for the moment, Ms. Glade.”  


“Ugh, Glade is too formal. My friends call me Aro.”  


Friends call me… Penny gasped bouncing a little more. Her power core leaking her Aura into too many components, “We’re friends?!” Someone _wanted_ to be friends with her?  


“Only if you like how Aro sounds- Hey!” Glade yelped, tackled a few steps backwards. The gravity Dust in her legs tethered her to the ground. Ciel and Xanthic frowned glancing at each other. Ciel gestured to the babbling ginger and the laughing goat but Xanthic choose to look around for cream and sugar.  


_Day 239 since creation. Three days since last artificial skin tear. Four trials cleared._  


_Day One of Team APCX._


	2. The Knights

**Summary for the Chapter:**

> Relationships are... vast and strange.

**Notes for the Chapter:**

> i realized since this takes place before Penny leaves for the Vytal Tournament I can play around with the Ace-Ops and Happy Huntresses, when things were happier and simpler. I'd imagine they were more rivals than enemies. The choices Ironwood made caused them to drift apart over volumes 5-7.
> 
> edited 12/7/20 
> 
> 4/13/2020: no changes to the story just plugging in a Winter drawing in the notes (ignore the post-v7 fanon scars. Scars are hot)
> 
>  __  
> 

_Successful interpersonal action: Three_  


Within 45 minutes Penny had learn a lot of things from her soon to be teammates.  


Xanthic is addicted to coffee, prefers it with one cream and sugar. She isn’t as serious as Ciel but easily annoyed by Aro’s antics though she seemed to have a begrudging respect for her intelligence. Ciel’s observation about Xanthic being an anarchist is… well placed.  


“Here’s what I don’t get, Junior Cop,” Xanthic spoke up. She physically distanced herself from the team and sat at the cove. “Faunus got equal rights but restaurants and other places like this can still keep Faunus out.” She pointed out the window. Penny and Ciel had to stand to view it but Aro didn’t move.  


Penny saw the mechanic frown, leaning back on her hands and looking away. She changed her priorities, curiosity taking second to worry. Instead of walking to the window Penny took a seat next to Aro.  


“Does being denied access to an area bother you?”  


“Odd phrasing,” Aro said softly. The smile on her face didn’t seem right. By all definitions it was a smile, her lips curved up ever so slightly but it wasn’t the same as when she first met Penny. Like her father, it lacked energy. “It’s more that they’re using my name,” Her hands moved in signs, thumb and index drawing her horns from her head.  


“Oh, they are!” Xanthic said, suddenly awake and intererst.  


“Plausible deniability.” Ciel said with ashrug. “The sign could be referring to Ms. Glade alone. If it’s a private establishment, they have the right to refuse service- What are you doing!?” She asked. Her voice was sudden voice hard and stern, eyes glaring intensely at Xanthic. Was… glaring a common thing?  


Penny turned around to see Xanthic on her phone, lines of code going by so fast even her cybernetic eyes had difficulty deciphering them. She saw glimpses of security code, then financial ones. Penny felt her Aura twist. Her father would _definitely_ disapprove of that.  


“I’m being _nice,_ Soliel.”  


“Something you need more practice in, I’m sure,” Ciel said. She didn’t press for an answer, “Anyways that question is not on my exam.” She returned to her seat on the couch, flicking through the computer screen for the study guides and digital books.  


Penny continued to observe them from her spot on the floor. Despite being the only person properly trained for combat, Ciel was oddly the most civilian. She didn’t have Xanthic or Aro’s high intellect but was diligent. Every time Aro tried to trick her with a question Ciel caught on immediately.  


“When can Huntsmen and Huntresses interfere with police investigations?”  


“False.” Ciel answered. “Only special operatives may assist in investigations. This was due to huntress from other kingdoms, particularly Minstrel, falsifying evidences against the Faunus.”  


“Police officers may open fire on Grimm during a section lock down.”  


“False.” Ciel answered again. Penny frowned, that seemed like a counterproductive law. “Officers must evacuate with other civilians. Their authority is restricted to keeping order in the nearest shelters.” They continued for several minutes, eventually moving on and reviewing other parts of Ciel’s exam.  


At that point Penny took over, having all of Atlas’ law programed into her head. An alert on Xanthic’s scroll caught everyone’s attention.  


“Foods here!” Xanthic interrupted, jumping from her seat at the cove and rushing to the back door she had hacked her way through. Her robot butler opened it, presenting a large box. Xanthic didn’t take it but just stepped aside so the robot could set on the counter.  


“Did you order the whole menu?” Ciel said with an annoyed sigh. Xanthic only grinned… possibly. It was rather aggressive and made Penny a little uncomfortable. Xanthic continued to pull out out several containers from the box. “You… did order it. Right.” Ciel demanded, not question.  


“I requested food to be made and ordered my bot to pick it up.”  


“Avoiding an officer’s question is considered resisting arrest.”  


“I see no officers here,” Xanthic countered just as sharply. They glared at each other.  


Penny squeezed her hands. Her programing demanded action of some kind. She was made to resolve conflict, specifically the physical kinds but social conflicts seem to be triggering it as well. She looked at Aro who glanced back at her.  


The mechanic was content to just watch. But seeing Penny worry she gave in with a soft smile. A real smile. Her bright blue eyes seemed to glow a little brighter, her shoulders weren’t as tense. She was just… more relaxed compared to the fake smile.  


“If it makes you feel better I’ll pay for it tomorrow morning.” Aro said. Ciel stared hard at the mechanic for a few seconds but they didn’t flinch. When Ciel finally turned away Aro mouthed ‘play along’ to Penny and Xanthic, hands gesturing and signing as well.  


Ciel didn’t accept any of the stolen food so Aro heated up some leftovers for her. Studying continued with Xanthic on the opposite end of the couch, furthest from Ciel. She asked a few questions between bites to which Ciel gave a brief answer or long silent thinking, then a brief answer. When Xanthic wasn’t satisfied, which was nearly most of the time, Penny would give a better explanation. Then her and Aro would critic the laws which would frustrate Ciel.  


“I’m becoming a Police Officer, not a politician!”  


“That doesn’t mean you can’t be critical about orders! Fucking, everyone in this dumb kingdom is sheep and cattle, herded around following order without thought.”  


Ciel looked at Aro who leaned back. Ears flicked out from under her hair and wiggled playfully. Penny stared at them for a moment. “What? She didn’t say goat. Besides she’s _Atlesian_ , she doesn’t know how we Mantle Rats operate.”  


“You say to the officer.”  


“In training,” Aro said with a grin. “But I agree, not all laws are equal.”  


“They’re meant to keep the peace.”  


“Peace is just complacency,” Xanthic scowled. Before the conversation could heat up the hacker’s scroll pinged again. “That’s our cue to return to the castle in the sky.”  


“The city of Atlas isn’t a castle,” Aro softly argued, “It’ll be a stronghold. And Atlas Academy would be the keep. Schnee’s manor would be the castle.”  


“And you’d be the squire?” Xanthic asked with a sneer.  


Aro grinned up at her, “Weapon or blacksmith, obviously. And Squires are knights-in-training, aka Penny and Ciel.”  


“Then… Ms. Xanthic would be the spymaster?” Penny asked, finger tapping her chin. Xanthic took a moment to pause. Penny thought she was considering but decided that Xanthic was staring at her and Aro too hard.  


“… Dorks.” The hacker whispered to herself. Very different from the tone Ironwood and her father used. When she saw Aro smile, Penny noted it as a positive and smiled too. So the same physical behavior _can_ be used for different emotions. But what was Xanthic’s just now?  


Penny got up, then bent down to pick up Aro with a tight hug. “Thank you for hosting this wonderful night, friend Aro!”  


“Too tight,” Aro wheezed softly.  


“Oh! I’m sorry!”  


“It’s okay,” Aro said patting her head. It confused Penny’s systems a bit. The head was a vulnerable area, where her core was stored. It was safe but odd having someone touch the area so casually. “How can this Aura thing make you Hunter people so strong? Fiona picks me up like I’m a bag of chips!” That statement was false. Even with Penny’s robotic strength Aro was much heavier but still lighter than Penny had calculated.  


The not-yet-Team-APCX bid their goodbyes but Xanthic made sure no one exchanged numbers. She stated that a private communication network would be up within a few days. Penny stayed quiet, and wondered if it was in the hacker’s abilities, then wondered _why_ they’d need a private network.  


The next day Dr. Pietro and General Ironwood decided to give Penny more freedom. They spent half the day drilling her backstory. Penny was adopted from one of Dr. Pietro’s clients who lived in Atlas. They were board members of the Schnee Dust Company who… disappeared on a business trip to Vacuo.  


Dr. Pietro adopted Penny and changed her last name to hide her from White Fang extremist. The young women didn’t like it.  


It was… common and therefor believable. But it was sad. It placed blame on the innocent- but they weren’t really innocent and-  


“Darling? Something is bothering you again.” Dr. Pietro gently prodded. Penny was reluctant at first. It wasn’t a problem that could be solved. The cover story solved many issues but…  


The more she thought about it the more her Aura stirred and amplified her power unit to overwhelming capacity. “It’s about lying,” Penny blurted out. She squeezed her hands, almost tight enough to damage the artificial skin. She didn’t know if admitting it stressed her out more or relieved the internal conflict. “It doesn’t feel right.”  


“That’s because you’re a good person,” Dr. Pietro said with a smile. His hands covered her and squeezed. The pressure reaffirmed his presence and was comforting. “How about you go for a walk, outside.”  


“… Outside?” Penny repeated. She wouldn’t consider her trip to Aro’s apartment outside. She went from inside the facility to inside a transport, then inside a building. “Around Atlas?”  


“We’re still setting up your official documents but now probably the best time to explore as… as a normal girl, not a huntress-in-training or savior of the world,” Dr. Pietro said. He was smiling. Another fake smile. His tone was soft, possibly sad? “The air might do you good.”  


“But I am not impacted by air quality.”  


Dr. Pietro chuckled, a hand cupped her cheek for a moment. “My dear girl, it’s not just about taking care of your body. But also here,” He tapped Penny’s nose. She gasped and giggled. Her nose was various types of silicone and sensors, very sensitive ones apparently. “Go on, you’re also supposed to learn, and you can only do that outside.” Penny still squeezed her hands. Her first out-of-lab experience wasn’t bad. She made a new friend and… would Xanthic be considered an enemy? Ciel wasn’t very friendly either… Dr. Pietro hummed in thought. “Oh I know, this would be the perfect time for you to meet Ms. Glade!”  


“Oh! Um…” Penny froze a little, panic written over her face. Luckily her father turned around, chair walking to another workbench. Last night was a secret. How much trouble would she be in if her father, if General Ironwood found out? That would explain the private communications network, or maybe Xanthic was just trouble. So many thoughts fired through her processors jumped a little when she found a box containing a pair golden horns in her hands.  


“These are Ms. Glade’s new horns! I’ve made some modifications after all that testing we did with your artificial skin. She lost most of her hearing years ago and uses those horns to detect wavelengths as well as Aura.” Penny remembered the photo Xanthic had showed her, with her ears out from hiding. “Ms. Glade should be at Atlas Academy, helping with the weapons department.”  


“Understood,” Penny said with a smile. She closed the package and left for the Academy.  


Despite Dr. Pietro’s encouraging words it was still difficult to actually leave the facility. The process involved using her scroll to open the door and moving her legs but they suddenly felt heavy. That instinct that caused her to throw herself into cover during her last trial suddenly pulling at the wires in her chest.  


“I’ll be fine…” Penny whispered to herself. She was in a room with a hacker and a mechanic, two people that could directly manipulate her software and hardware and turned out fine.  


The first few steps were terrifying. She made a note to research this strange feeling of being to protective of herself when logically there was no reason to be. Everything was so… open. The sky so far from her reach, unlike the facility’s high ceilings. She felt exposed, as if the artificial skin was peeled back and her metal chassis was open.  


Penny yelped, holding the box to her chest when a Faunus on skates zipped by, a rainbow trail following her. Then she looked over her shoulder again, turn around and did one ring around Penny. In turn Penny notice the Atlas Academy uniform. Majority of the students also enrolled in the Academy’s Summer courses. The Faunus grinned and gave a thumbs up as she skated away, “Brothers! You are adorable! Cute dress too.”  


“Thank… Thank you! Your compliment is much appreciated!” Penny yelled back, hoping the pink Faunus could hear her.  


After that Penny was able to relax. She may not had faith in herself because of her lack of experience, so instead she trusted her father and Ironwood’s judgment. They put her through those trials for a reason and it was to make sure she could pass in public.  


With some confidence restored she continued to the Academy. She allowed herself to wander from the most efficient path. Unlike Mantle, Atlas was a polished city. Buildings over twice as big as those on the ground, and hard-light displays everywhere. All sorts of amazing technologies walked the streets, from pets with prosthetic limbs to robots trimmed with gold and bright lights like Xanthic’s butler.  


As she got closer to the school the number of weaponshops, Schnee Dust Company distributors, and restaurants increased. Nearly everyone around her wore an Atlas Academy or military uniform. A few gave her a glance but never lingered long enough to make Penny feel uncomfortable.  


That changed once she entered the Academy.  


The cool and steady tone of Special Operative Winter Schnee called out to her. “Ma’am, all non-personal are required to state their business at the guest office and receive a pass.” She said. Unlike the recordings Penny saw her in she was dressed in a civilian suit, almost business but just high Atleasian fashion. “And unmarked packages are to be inspected. This is partially a military facility after all.”  


“Oh um…” Penny held the box to her chest. These were sensitive instruments. The horns connect directly to Aro’s neural systems and if the inspectors were to pry it open and damage it, it could cause serious harm. “This is a delivery from Dr. Piertro to Aro.”  


Flicker of instant recognition passed over Winter’s face. Then consideration. Xanthic did say Aro’s reputation preceded her, but would Ironwood’s second-in-command really make an exception for the Faunus?  


“Aro… You’re friends with Ms. Glade?” Winter asked leveled tone somehow flattening even more. She seemed resigned. An aggressive huff escaped her lips, “Of course she’d… Ugh. I will accompany you. State your name, civilian.”  


“Penny, ma’am!” She answered clicking her heels to attention. Winter didn’t seem satisfied, instead waiting a moment then just walking into the Academy. Penny half jogged to catch up.  


“Are you and Ms. Glade close friends?”  


“Oh, perhaps?” Penny frowned. “I do not know how to gauge relationships.”  


“An accurate statement with that women,” Winter said. Then was silent for a few minutes. Penny didn’t encourage a conversation, she was too busy looking at the Academy. The hallways were so tall the new Paladins could fit but it wasn’t wide enough for a mech to walk through. Winter noticed, “… Would you like a tour?”  


“That would be lovely!” Penny said with a large smile. She would be attending this school soon and experiencing it would provide better information than just maps and recordings. “I would like to examine the hard-light technology in detail, the sustainability is quite efficient!”  


“It better be, for something so minuscule and unnecessary.” Winter said with a scoff. “Such dust is better in practical applications.”  


“Hmm… I don’t think that’s true.” Penny gently argued. Winter looked over her shoulder. Penny winced, expecting a glare like Xanthic but Winter merely raised a brow. The specialist stayed silent so Penny continued. “These everyday applications helps further our understanding of hard-light Dust. Only those very skilled users can create something that last more than a few hits.” Penny noted Aro’s hard-light blades didn’t break or flicker once.  


“Fair point.”  


“Though installing 20 hard-light lamps within a single hallway is excessive.” Penny finished. At that Winter gave a hum of approval. Penny couldn’t see it and Winter’s tone was still rather flat but some part of her detected a smile.  


Conversation lulled into hard-light application and the use of it in Argus. They both agreed that the barrier was brilliant but implementation needed much work. Winter thought sturdy walls like the one around Mantel with hard-light gates was the solution, though she conceded the opinion when Penny brought up the ecological damage to the reef and other marine wildlife.  


Eventually the hallway began to change. They widened so even a Spider Droid could walk down the halls. Classrooms were no longer around but instead numbered and heavily armored doors lined the walls.  


“This is the combat section of the Academy,” Winter said, “We are approaching the workshop. It is open during training hours for student use, smiths such as Ms. Glade volunteer from time to time.” Winter pressed her scroll to a lock and the thick doors opened.  


The workshop was huge, nearly as big as a single floor of Aro’s building. There were several rows of workbenches, some taken by students and three being used by Aro and her companion. Weapons in various states were scattered around them, Dust ammunition and crystals on another workbench. Aro and her friend seemed to be using the third as a conversation prop, the former leaning against it while the latter sat on it.  


Aro looked like a proper mechanic, jumpsuit in oil and grime. There was a little on her face until her friend pointed it out. Then it became a lot as Aro swiped at it with dirty hands. Penny quietly giggled. It reminded her of her father and brought a sense of comfort and familiarity. Apparently they pair was too focused on their own conversation to detect Penny and Winter, even as they advanced closer.  


“Marigold. My answer is no,” Aro said with a roll of her glowing blue eyes. Her words were stern even if her smile was playful.  


“Me and Fiona will step in if anything goes wrong!” Marigold said. Blue hair, gold eyes. An Atlas certified Huntress. She looked familiar but there were many errors in her file. Large chunks of history missing. Penny frowned. Was this another evidence of Xanthic’s work. Penny overwrote the current scan as ??? ‘Aro’s friend’ Marigold. “You were born to be a Huntress,” She continued over Aro’s groan. Marigold picking up a rag and and grabbed the mechanic’s clean shoulder, “Stop you’re making it worse. Don’t move.”  


Aro made a displeased noise. A growl or perhaps a whine? She did comply and stayed still while Marigold cleaned her face. "It’s called _Focus-"_  


“It’s called illegal and reckless.” Winter barked, voice nearly echoing the room. Aro let out a small scream, jumping almost a foot into the air while her friend flinched and slid off the workbench. They both slowly turned to the new pair. Once again people were glaring. “Marigold.”  


The Huntress answered back in a tone just as cold, “Schnee-”  


“Penny!” Aro yelled. She vaulted over the table and crouched. The purple glow in her prosthetic legs changed to a fiery orange. Combustion Dust cartridge locked in-  


“W-Wait!” Penny gasped holding the box above her, “These are sensitive equipment!” Just as the words left her mouth an explosion of purple and orange pushed Aro towards Penny. Winter had just enough time to take the box as the dense metal woman was lifted off the ground.  


Penny squeezed Aro’s shoulders, trying not to follow her programming. Processors immediately list several maneuvers to escape, everything was saying this was an attack. But it couldn’t have been because Aro was laughing. Aro wasn’t dangerous, she was a kind non-combatant but that information wasn’t registering to herself defense protocols. Something else was off- her gyrostabilizer couldn’t detect the ground.  


“I am unequipped for zero gravity! Down please!” Penny squeaked. Aro sneered the slow levitating twirl slowly changed back to a stable vertical. Before Aro turned off the gravity Dust, she hoisted Penny onto her shoulder. Her sensors couldn’t process what was happening, visual data conflicted with her sense of placement, logically Aro shouldn’t be able to lift Penny with ease. “Wai- Wait!”  


“Trust exercise!” Aro said with a grin and hearty laugh. Penny was tense, waiting for her density to pull them both to the ground. After several solid steps on metal tiles, it didn’t happen. “See! Ease the grip, Penn.”  


“Oh! Of… of course. I’m sorry.” She said quickly letting go. She was thankful for the durable muscle there. If it was a normal civilian like Ciel there would be a bruise. Penny yelped as the walk turned into a light jog, hand holding down her dress with a tight grip. It was impossible for her to feel sick but her sensors was still scrambled after her first zero-gravity experience. It was a highly unpleasant sensation Penny did not want to experience again.  


“Penny! This May Marigold, my favorite Huntress and friend.”  


May chuckled a little and patted Aro’s head. Her father did it too, earlier. Penny noted it down as an affectionate gesture. “Sorry about this one. Aro gets a little too hyper at times. A pleasure to meet you.” She finished ruffling Aro’s hair to hold a hand out to the young women.  


“It’s a pleasure to meet you too, May Marigold,” Penny said shaking her hand, quickly updating the information in her recognition software. She was a little surprised at how hard May squeezed and also updated her pressure output for next time.  


“We have come with a delivery from Dr. Polendina,” Winter announced set the box on the table.  


Aro set Penny to sit on the workbench but while she was up there she noticed glowing purple circuits on the horns, as well as a few cracks and other signs of wear. If these horns were the basis for Penny’s artifical skin it would explain all the complications. It was made for neurological input _human_ input… Penny willed her processors to focus on the conversation around her. Instead of opening the box Aro looked at May who couldn’t hold in a snort and brief laughter.  


“You came because you, _and you,_ ” May glared at Aro who rolled her eyes. “Don’t understand what a day off mean.”  


“I _understand_ it quite well.” Winter glared, “What I don’t understand is *why I need *it.”  


“I agree with the _Schnee_ ,” Aro said with a shrug. “I’m still good! I don’t need a break.”  


“You’ve been working for nearly ten hours straight! When was the last time you ate?” May asked. Aro grinned. The mechanic pulled a candy bar from her pocket and slowly unwrapped it. Her smile grew, glowing blue eyes never leaving May’s glaring gold ones even as May’s expression grew frustrated.  


Penny tilted her head and watched them. From her experience with Xanthic and Ciel last night, frustration was a negative emotion, something to avoid. Between May and Aro it felt… teasing? Penny looked at Winter to confirm her suspicions. The women looked… indifferent. Humans express themselves quite differently and she hasn’t been exposed to Winter’s behavior to decipher it. Still Penny was confident that the lack of urgency was amusement. In Winter-language.  


At the last second May snatched the candy away. “Alright you assholes, we’re going to dinner.” She declared, ordering the General’s second-in-command. Winter gave a tired roll of her eyes while Aro shrugged.  


“Nothing Minstral, I’m still working through the leftovers. May if you would kindly…” Aro pulled her hair into a ponytail and turned the back of her head to the huntress. Penny leaned back to watch May’s fingers trail over circuit on the back of Aro’s skull before pushing a button. With a small hiss, the horns unlocked. Setting the fashionable aids aside, Penny saw a glimpse of complex wiring… and scars. Deep scars, that traveled from Aro’s inner ear to the very edges of her face. Penny tried not to stare at the bits cut off from those goat ears.  


“I will have to decline,” Winter quickly said as Aro opened the box and inspected her new horns. Aids, Penny reminded herself. Her father said she lost most of her hearing in the accident that took her legs but Penny did not know the extent of the damage. “I already have prior arrangements to show Penny around Atlas Academy.”  


“Bad deflect. You just can’t stay away from work can you?” May sighed.  


Apparently the damage was enough that Aro could not understand a conversation in close proximity at average volume. Penny looked at the two huntresses a little confused. Was it not considered rude to have a conversation that left one party unable to communicate? Why would they not want Aro’s input?  


“Do you really want me to interrupt your date?” Winter asked. Her tone was flat, mostly flat. The smile was hard to detect if without understanding micro expressions.  


May scoffed, a blush feint on her cheeks. Her voice was noticeably softer than Winter’s. Soft tones were personal but this situation was different. The word secret popped into Penny’s head. The question repeated why wouldn’t they want Aro to know? “We aren’t… I hadn’t-” A loud click interrupted them and they all looked at Aro who winced, a new aid plugged into her neural input.  


It signaled an end to the interesting conversation, much to Penny’s disappointment. They displayed so many emotions and behaviors she never saw from her father or the General. May and Winter’s body language quickly shifted back to normal, or as Penny saw it as, lightly guarded. She couldn’t define the conversation as anything but teasing. Intimate was close but too personal. Friendly? Were they friends?  


“Argh, ouch,” Aro held the second horn to the port and twisted it in. Another click and almost a whine. The pain was brief and she turned back to the group. “Sorry about that. What were you saying Schnee?”  


"Penny agreed to a small tour of the Academy but please have a lovely… " Winter said. There was definitely a small change in inflection, very subtle. The specialist paused looking at May who tried not to finch under those blue eyes. What did that mean? Penny hungrily observed all these small interactions. It was a puzzle she was slowly solving and still finding pieces too. Winter’s eyes then cut back to Aro with a hard look, “ _Uneventful_ dinner.” May scowled, crossing her arms.  


She was about to say something but Aro literally jumped between them, “Then how about we do something _eventful_?” Aro asked with a grin. The ears on her side of her head poked out of her hair, wiggling up and down as she nearly bounced in spot. Penny wanted to touch it. “The Military Robotics Event.”  


“Aren’t you banned?” May quickly asked.  


“From viewing unattended! But I’ll have two of Atlas’ best huntresses accompanying me! And honestly if you two can’t keep me out of trouble, Goddess save the Brothers.”  


May and Winter looked at each other both displeased and unyielding to Aro’s pout until Penny spoke up. Aro was her soon to teammate, Penny could inspect the Faunus ears later, but this event sounded temporary, “I think attending the Military Show with friends would make for a most wonderful and eventful evening!” Winter and May flinched. Or at least Penny thinks she did. Aro interrupted, sliding up to Penny’s side far to quickly.  


“Yeah!” Aro said her ears wiggling up and down in excitement. This time Penny found her hands trying to touch them but Winter calmly pushed them down. In her excitement, Aro was oblivious to the attempt. This must be what May meant when she said _too hyper_. “Please May! I won’t touch the bots this time!”  


May practically growled under her breath. Her face was a little red again. Penny knew blood rushes to the head when frustrated or flustered, but she did not understand enough about relationships to know which it was. Overall they seemed to be on positive terms so she hoped May was flustered- May suddenly grabbed onto Aro’s ears and pulled them a little, making the Faunus squirm. That resulted inconclusive assessment of May’s emotion. Perhaps the flush was due to frustration? Both?  


“You better!” May warned, “Or I’ll sick Fiona on you.”  


“Yes, ma’am!” Aro said. As soon as May let go of her ears, Aro tried running but May quickly grabbed the back of her neck and picked her up with… conerning little effort. Aro didn’t seem small, but her legs kicked the air at futile attempes of purchase. “Why! Urgh! Seriously how are you all so strong?!”  


Winter and May glanced at each other. May sneered, while Winter… something shifted so softly, but Penny couldn’t dechiper what it was exactly.  


“It’s almost as if you have gravity Dust all over you,” May drawled with a new tone Penny hadn’t heard before. Her systems registered it as sarcasm, emphasized by May rolling her eyes. “I’ll help Aro clean up. Meet you at the front, Schnee?”  


“An acceptable plan.” Winter said, hands in their default position behind her back. The Specialist looked at Aro, the arms of her jumpsuit tied around her waist, sweat, grime and oil smeared across well-defined muscle or fat. Winter gave the first true expression Penny saw, a very tiny and sly smirk. “Good luck,” She mouthed so Aro wouldn’t hear.  


This time May did blush due to being flustered and she only acknowledged Winter’s teasing with a middle finger behind her back. Out of sight from Aro, Penny observed but why? At the entrance to the workshop the group split into their respective pair. Penny could hear Aro’s playful struggle and banter a few halls down. She wasn’t sure how sensitive those new aids are so Penny waited a few minutes more until talking.  


“Schnee, ma’am-”  


“I suppose since I am off duty,” The Specialist said the last words with dread and more emotion than Penny had seen yet. “Winter will suffice.”  


“Winter…” Penny said slowly. She smiled and followed the huntress out of the Academy, “Are you and Marigold close?”  


Winter’s long strides seemed to falter, slow even. “In a way, perhaps.” Her words were measured. Like how Ironwood when he avoided talking about Aro and the artifical skin. “The Schnees and Marigolds are on good social terms and it’s not often one from Atlas’ Elite families peruse a hazardous lifestyle.”  


Penny frowned. “I don’t understand. Your similarities are enough to be friends?”  


“If only. Relationships of all kind takes… time and dedication,” Winter sighed. She finally slowed down and matched Penny’s strides to look at the young women she was conversing with. Penny smiled up at her, showing appreciation for the gesture. She noted the Huntress’ silence stretch on a little too long, eyes a little studious. Did Penny do something wrong? “The situation with me and Marigold is similar to you and Aro. Not many people understand us, so we cherish the ones that do. Even if there are… differences.”  


Penny carefully watched Winter’s face. Whatever readability that has slipped past with Aro and May was gone. “Interesting…” she said.  


_Successful interpersonal action: Five_

**Notes for the Chapter:**

> also I'm setting up for some Penny/Winter (pfenning? toy soldiers? watever ship name) Romance isn't the main focus but its still important.
> 
> edit: 5/27/20 okay part 2 of this fic the romance arc so if yall want suffocatingly cute fluff jump there lmao


	3. Chill

**Summary for the Chapter:**

> Penny's first real out of lab experience uncovers a small... glitch.

**Notes for the Chapter:**

>  __  
> 
> 
> In case yall actually care about Aro's apperance or need some general idea, here she is! I don't like describing how characters look in my writing. As nonbinary it always breaks immersion for me, I read for concept and feeling, if I wanted something visual I'd read a comic yknow? So anyway if you aint vibing with the design it's okay! Main concepts for Aro is: Deaf, cybernetic horns, ripped up goat ears, prosthetic legs, and chubby build
> 
> edited 12/7/2020 
> 
> edit 5/4/2020. no txt edit, just changing the pic

_Approval Rate: 74_  


The Military Robotics Event took more than a block and that did not including the firing range displaying the various of weapons. From the entrance Penny could see the Paladin-290 march up and down the street. Another set displayed the mech’s strength, pulling two armored trucks. It strained the mechs but thanks to her Aura, Penny would be able to pull a third one with little stress. The new Atlesian Knight-200 were sparing with the old Ak-130 to show… improvements.  


Winter gently cleared her throat. Penny looked up at the Huntresses to see May with a large smile while Winter had a fist to her mouth. A very poor attempt to to hide any evidence of enjoyment. She couldn’t hide her eyes though, they seemed… brighter, lit up with entertainment.  


The Specialist made sure to take a slow and deep breath before returning that hand behind her back. She had that stoic frown on her face. Penny greatly enjoyed how Winter’s voice struggled to match it, “I take it the new Atlesian Knights does not meet your standard?” Winter asked.  


Penny tried not to flinch. From the edges of her vision Aro only took a deep breath. Her glowing eyes flickered off, revealing sea green ones for a moment. Was her semblance constantly activated? Winter raised a brow but May openly laugh.  


“Really? It’s so bad you have to _re-Focus_ to control your mouth?” May ask.  


Aro only rolled her eyes. The words came out far to smooth despite light frown on her face, “Officially, the Ak-200 is the current pinnacle of robotics.” Penny made an odd strangled noise, barely stopping her synthetic vocals in time.  


That statement wasn’t correct- or, it was. Officially, as in what to what the public had access too, it was correct. But Penny was far superior to the Spider Droid, Knights, and Paladins combined. Across all boards: intelligence, durability, and strength. Her father poured his soul, quite literally, into Penny’s construction. She was proud of her capabilities. The young women had to take a deep breath and let go of her hands. She nearly tore the skin off her joints.  


Winter noticed the fidgeting. The two huntresses glanced at each other. The look of realization and amusement happening across their features at the same time. Like they were able to communicate in an instant.  


“Penny?” Winter asked, her voice a little lighter than before.  


“What do you think of the AK-200?” May finished with a grin. Arms crossed at the younger pair.  


“It… is an improvement of the previous model. Hic.” A glitch jolted her system. Her Aura flared across her wires and hardware, code scrambling for action with no parameters. All three women stared at her with various level of shock and amusement.  


Amusement was a positive emotion, it should be good but for some reason it made Penny feel inadequate. She willed her processors to correct the glitch but it didn’t detect what had happened in the first place.  


“I- I mean…” Penny bit her lip. The Aura was stirring wildly again as she started to form the words in her mouth, “The AK-200 base line performance well exceeds the Ak-130, hic.”  


Winter shook her head and for a moment Penny’s power unit sank in efficiency. That was until a slight smile pulled at her lips. Then her processors tried to correct the conflicting information. Just a second ago amusement directed at her was bad. Now it was good?  


“Fine!” Aro’s aggressive sigh shocked Penny out of her thoughts. She caught those blue eyes flickering again. The mechanic’s lips pressed into a tight line. “We’ll tell you the truth but later,” Her voice… wavered. Her eyes wandered from the Huntresses to the crowd. With so much visual and audio information much of it was sent to her background processors, but now that she was focused on them there were so many people looking at the group.  


Penny froze under the eyes of so many business people, military Huntsmen and Huntresses. Her facial recognition program was triggered no matter where she looked, until Winter stepped in, so close her torso encompassed most of her view. When she looked up Winter was glaring furiously. Oddly the negative display was comforting, seeing it directed at the crowd. More conflicting information to be sorted through.  


“I can see why you and Aro get along so well,” Winter whispered to her. Tilting to the side Penny saw May comfort her future teammate as well. Her hand was firmly grasping the back of her neck and she was signing a few things. Aro’s eyes were flickering again. “What’s the point in a day off if work follows you.” Winter growled under her breath.  


“That’s… a good point,” May muttered rubbing her chin in though. She finished calming Aro, who seemed more withdrawn, eyes glowing brighter than usual. “I can put a _Field_ around us, after we duck in somewhere. But we’ll have stick to the sides.”  


“An adequate plan,” Winter nodded.  


Penny looked at the ground, her hands intertwining. She could feel the ball joints, hear the crowd whispering conspiracies and theories. The hum of Aro’s cybernetic legs. Footsteps, footsteps. Metal screeching-  


“The General must have Schnee and Glade on a leash. To have them in public like that.” Someone whispered. Penny was unsure if May and WInter heard it. Aro did. From the way her shoulders tensed, everything was just as loud.  


“If Schnee can win back Glade they’d be unstoppable.” Another said. Louder, closer. Winter scowled, strides longer and faster.  


“The Paladins must not be finished if Glade’s on site for repairs.”  


“Has Schnee finally convince Glade to join the military?”  


Finally the group was able to duck into a quiet alley. Almost immediately May’s Aura flared around her hands. A translucent dome of Aura rose up around them.  


“Glade is on a leash,” Aro sang mocking tone. Her eyes flashed a bright red, “Glade will bite your head off- Ow!” Her yelling died down to a yelp when May headbutted her.  


“For the last time,” She whispered harshly, almost like a growl. May pressed her head hard to Aro’s as if it would directly transfer data, “Invisible! Not inaudible.” Aro grumbled and pouted. Faunus ears twitched out from hiding, flicked around as she leaning back as much as possible. May kept pressing forward.  


“Okay, yes, ma’am,” Aro huffed. May finally relented.  


Winter lead the small group off the main street. May dropped her _Field_ when the crowd was no longer pressed shoulder to shoulder. The Specialist slowed her strides, looking down at the group. “Penny, what kind of food do you like?”  


“Oh! Um…” Penny paused, wide eyes up at Winter. Then Aro who raised a brow. Her future teammate must have noticed she didn’t touch any of the food Xanthic had stolen. Several lies her processors spat out caused her aura to flare in her chest again. “My body doesn’t… agree with most things.” She said the last part quickly. The odd glitch didn’t occur.  


“Think your body can agree with something cold?” Aro asked, “Ice cream, bubble tea, smoothies… My legs are running a little hot.”  


Penny thought about that for a second. Liquids might be plausible. She checked her blueprints. Her father mimicked the human anatomy where he could. Her throat housed her synthetic vocals, chest cavities fans and radiators that chilled the liquid coolant running in her body… as long as it’s mostly liquid, her filtration system should be fine.  


“I have never tried bubble tea.”  


“I know we all can go to,” May said. Penny saw Winter’s eyes flinch towards Aro for a second. “Not far either.”  


“Chocolate!” Aro cheered following.  


Penny found herself near the rare of the group, watching everyone interact. Specifically Winter. From the conversation, Penny deducted that Winter doesn’t take a lot of breaks, so this was a rare opportunity to observe her nonprofessional behavior. Though Penny suspects it wasn’t very different from her current behavior. And that it largely depends on who was in her immediate proximity. Winter’s attitude harden whenever Aro would do something a little to rash, such as running up to a strangers dog. Thankfully May was close enough to grab the quick women.  


“You out of everyone should know not to touch strangers without asking,” May scolded, pulling the goat ears once. This time Aro grinned and giggled shaking her head out of the grip.  


Penny labeled the information as important. With a small side note questioning when people were no longer strangers- Her analysis programing quickly recalled what Winter said a few hours ago, questioning how close they were. _An accurate statement with that women._ Was… Aro truly her friend?  


Suddenly Penny’s wires were in knots. Why? Was she defective? There was so many things she didn’t understand and new information conflicted with her pre-installed data. The odd glitch-  


“Penny,” Winter’s voice snapped her out of her spiraling thoughts.  


All her functions focused inward she didn’t notice they have finally arrived at the restaurant. They were seated outside in the corner. Through the window she could see Aro and May ordering their drinks. May’s hands were behind her back, Aura glowing softly. She looked in their direction but her eyes couldn’t exactly focus on their precise location. Penny was familiar with her body language, her father had a similar expression for worry. She was seeing it more and more and didn’t like it.  


“You… stopped responding,” Winter said. With no other witnesses, Winter was truly gentle. Her hands _gently_ squeezed Penny, her sensors barely registered any pressure or warmth through the leather gloves. It was an affectionate gesture and Penny smiled in appreciation. She couldn’t look at Winter’s face for long, every time she tried to decipher what emotion Winter was displaying, her processors were overwhelmed. Pre-installed data saw Winter as cold and professional, but this Winter was far from it. “How can I assist you?”  


“I… I don’t know what’s wrong with me-”  


“There is nothing wrong.” Winter said quickly and easily. As if she had to do it many times before. Her grip tightened. Penny still had trouble looking at Winter’s face so she looked at their hands. Winter quickly let go, “My apologize. It helped my sister and a few others…”  


Weiss Schnee, her mind quickly registered. Heiress to the Schnee Dust Company, talented singer, skilled combatant, currently attending Beacon. The _others_ was Aro, Penny suspected. Possibly May but the only thing Penny knew about them was that they were familiar with each other.  


“So… this is a common problem?”  


“As much as people hate to admit it,” Winter said with a deep scowl. She shifted so their bodies were no longer grazing each other. Penny missed the contact and comfort but it was easier to look at Winter now. That raw emotion Penny was scared of was dulled by the frustration so obvious on her face. Blue eyes glared at the stone ground, “If working with Dr. Polendina causes such anxiety, tell him. He is an extraordinarily kind man and wouldn’t want to harm you.”  


“I know father is-”  


“What?! E-Excuse me?” Winter’s head snapped to her. “Aro speculated that Dr. Polendina wanted a child but…” Penny shrunk in on herself. There _was_ something wrong with- “No, no, don’t- damn it.” Winter took a breath, finger on her temples. “I am merely shocked. I expected a child, around the age of five, not a teenager.”  


Penny frowned, “I am, by all means, a young adult.”  


“You sound like Weiss,” Winter rolled her eyes. Then she noticed May and Aro heading out of the shop with a few drinks and some food. The Specialist slipped back into professional-mode too easily. Like it wasn’t a just a mask.  


But before the others returned, Penny took her hand and squeezed it softly, “Winter… Thank you.” Winter squeezed it back and smiled briefly. She didn’t answer, Aro’s aids would pick it up now that she was outside.  


Aro had a better sense of where the pair was, eyes never drifting to far from their mark but her worried face instantly changed to relief once she could see them.  


“Penny! I’m so sorry,” Aro said quickly taking a seat at Penny’s side. She let go of the drinks in her hand- Penny’s hands flew out to grab them from falling but it just floated. Gravity Dust, Penny reminded herself. Then she engulfed in a tight hug and lift ever so slightly. “I didn’t think- I won’t drag you into Menagerie size crowds again.”  


“I’m stable, with Winter’s help,” Penny said, patting Aro’s head. It took a few seconds for the mechanic to let go. By that time May had taken a seat and set the floating drinks on the table. “I wasn’t aware I had… anxiety.”  


“Therapist Schnee saves the day again,” May laughed. Aro sat next to her, elbowing the Huntress a little too hard.  


Winter reached for the drink labeled ‘Knight Commander’ and gave Aro a tired look. It wasn’t effective with the small smile on her lips. She then gave May a much more serious stare, “Being an older sister with a man like my father looming over us doesn’t make me a therapist.”  


“Makes you better than most _Atlesians_ ,” Aro grumbled. Her own drink was labeled ‘Weaponsmith’. The last two was ‘Spymaster’ and ‘Squire’. With a small giggle and a look at Aro, Penny took the one labelled Squire. Aro gave a brief grin, ears happily wiggling out of hiding for a moment before tucking back under her hair.  


“Alright so the thing with the Paladins and new Knights?” Aro paused, taking a deep sip of her drink and chewing on the boba. “They’re complete shit. They refused Xanthic’s code so her _bulterbots_ are smarter than those toys with guns. They didn’t consult me on _any_ changes with the Paladin and I don’t think Dr. Pietro even looked at those designs.”  


“I can confirm the last statement,” Penny said with a nod. She held her drink close but didn’t take a sip yet. “My father has been busy with other projects-”  


May’s fist slammed the table, another hand covering her mouth as she desperately tried not to choke or spit her drink everywhere. Winter made a face and casually slide over to Penny’s side, pressing shoulder to shoulder until Penny shifted and allowed Winter to escape.  


“F-father?! You’re Pietro’s kid- When?”  


“Since 240 days ago.” Penny said with a cheery smile.  


“May, I just she recently disclosed this information to me as well.” Winter said holding her hand up to stop the yelling. May glared at Aro who shrugged, but had a smile wrapped around the straw of her drink.  


“I met her yesterday and helped her take down a Spider Droid.”  


“Spider…” May looked ready to burst with how much information she was taking in. Winter looked surprised eyes wandering to Penny- then it cut back to Aro with an accusatory glare. “Aura.” May demanded. The look on her face was scary intense and slightly worried, “Did you have your Aura up?”  


“Uh…” A shimmer went across Aro’s body. Her eyes was wide and she shrank under the gaze of Atlas’ most elite Huntresses. “… Yes.” May looked ready to feint. Some humans do feint under _intense_ emotions but she wondered if they could feint from experiencing too _many_ emotions. Penny looked up a few procedures in case she does.  


May seemed to settle on exhaustion and defeat, but the panic drained a lot of color from her complexion. “Aurora Glade!” May let out a frustrated sigh and held her head. “You’re going to be the death of me.”  


“At least you’ll die loving me.”  


Winter flinched ever so slightly, a hand gently pressed to her lips as she struggled to maintain her dignified composure compared to May’s outburst. The Huntress was now bright red, very worrying for how pale she was a moment ago. Just as Aro was about to see it May ripped the plastic off her bubble tea and threw it at the mechanic’s face.  


Penny looked at her drink for a moment. This was recreational liquid meant for consumption. She was starting to have second opinions on how safe it would be for her system, after seeing two Huntresses choke on it and it being weaponized. But Winter’s soft chuckle set Penny at ease.  


Aro took everything in stride. She was laughing again, twirling her hair and squeezing the drink out of it while May stuttered for a moment. Winter was content- almost happy.  


Penny finally took a sip of her drink and pressed into Winter. The pair slide back to Winter’s side of the table, a little further from May and Aro as the pair started to playfully wrestle. She’d be okay, even with the glitches, Penny decided. She has 240 days of evidence, one friend Aro + May Marigold, and an uncategorized Winter Schnee to help her.  


_Approval Rate: Unnecessary_

**Notes for the Chapter:**

> short but sweet, tried to make this longer but I want a slow-ish burn with Winter and Penny.


	4. Duty

**Summary for the Chapter:**

> If robots are just tools...

**Notes for the Chapter:**

> edited: 12/7/2020

_Primary Function: Protector_  


Penny learned many things during her few short hours outside her father’s facility. Those with familiar background and status gravitate towards each other. Penny suppose the human variable meant different was of understanding the world. Same behaviors and actions can be used to express different emotions, particularly when people whisper under their breath and avoid looking at others.  


Though Penny still had a difficulty figuring out how May and Winter communicated with just looks. Even sign language used an actual method of communication.  


So far the Military Event was the best day of her excistance. Her true first day out in the world! She got to learn more about her future teammate and possibly made two new friends, Winter Schnee and May Marigold. But… It was odd, that the best day of her excistense could affect someone that was not present.  


Penny was starting to understand how powerful the gaze was.  


Presently, Xanthic’s gaze.  


She sat at the facility’s kitchen table, head casted down and hands intertwined in her lap. She ignored the slamming keys and hard-light screens. Across from her, Ashley Xanthic furiously typed lines of code. The hacker would run simulation after simulation, until the checks ran red and continued working. Bit by bit, she hacked into Atlas’ network, byte by byte Penny Polendina was becoming an _official_ citizen of Atlas.  


Ironwood wanted her to supervise the hacker. Something that required closer observation but Penny didn’t want upset Ms. Xanthic anymore. She sighed quietly, squeezing her hands. She wasn’t doing a very good job…  


“What’s the point in running the Kingdom if you can’t cut corners?” Xanthic growled to herself. Penny spared a glance up. Her future teammate took a break to sip her coffee but her head just kept tilting back and back before she just groaned into an empty cup.  


“It’s to prevent-”  


“Abuse of power, total dictator ship,” Xanthic droned. She put her cup down, looking at Penny through the gasps of her hard-light screens. "But here I am, in a secure military facility, hacking into Atlas Security with resources the _General provided."_  


If the public found out General Ironwood manipulated the system, he would be stripped of both his council seats. If the public found out a hacker had done it, the consequences wouldn’t be as dire. Still the General must have _other_ reasons for using her as a scapegoat.  


Penny looked at her hands again, “He cannot make such quick changes legally, the process would take too long. Everything has been signed and approved-”  


“Of course,” Xanthic snorted. After hours of working, the hacker finally stood up. In a few short strides she was at Penny’s side, boxing her into the chair with slender arms. Penny knew Xanthic wasn’t fit, wasn’t a fighter. Her hands weren’t calloused like Aro’s but steady, soft, and precise. Penny could easily win but somehow she felt small and weak under that white burning glare.  


Staring into eyes that were so similiar to her own… but so full of resentment was not pleasent.  


"So why would the _General,"_ Xanthic hissed the title out like venom, “Need me to skip the queue?”  


“And why should we tell a criminal, one caught red handed by General Ironwood himself.”  


“Winter!” Penny gasped, hydraulics in her back straightening her posture. The specialist’s voice alone lifted her Aura, but seeing Winter glower back at Xanthic corrected any insecurities the hacker caused. “What are you doing here?”  


“I don’t resume my duties till tomorrow,” Winter said, eyes closed and shoulders tensing for a moment. Xanthic sneered. Penny ignored it because Winter refused to acknowledge the hacker. “I did offer you a tour of Atlas Academy.”  


“How about you don’t make my job harder?” Xanthic asked throwing up her hands. She walked to the fridge, making sure to brush against Winter so the Specialist was forced to acknowledge her. Xan was shorter, but somehow she seemed to have just as strong of a presense. “Marigold gets a pass but _you and Glade_ are aware of the consequences that comes with _fame._ You really think people wouldn’t look up the mysterious ginger? She is a ginger right?”  


“Penny did not disclose her identity until after we witnesses saw us together,” Winter said with an annoyed sigh.  


“Now you know. Yet you still insist on parading her around?” Xanthic reason. She crossed her arms and glared threateningly at one of the best Huntresses in Atlas. Both women were too busy posturing and trying to intimidate each other to see Penny shrink ever so slightly. She quickly straightened out again when Xanthic lost with an infuriating sigh. “Seriously. Please don’t make my job harder than it is.”  


“Penny’s cover is already ruined, what else would hinder your task?”  


“Research,” Xanthic said opening the fridge. She frowned and gave Penny a disapproving look. “It’s practically empty. Is _that_ why you’re all skin and bones?”  


“I’m not skin and bones…” Penny mumbled under her breath. It felt… bittersweet, a small victory in admitting what she is but what was the point if they didn’t understand it? Predictably Xanthic didn’t believe her. The hacker rolled her cybernetic eyes and peeked into the freezer next.  


“Neopolitan ice cream. I can forgive the lack of food,” she said with a small smile. Penny added the favorite flavor to Xanthic’s notes. “I can do what Ironwood-”  


“General Ironwood.” Winter corrected.  


Xanthic continued without any acknowledgement, “Told me to do, get the _legal_ documents into the system or I can do a good job and actually leave some breadcrumbs for people to find.”  


“Breadcrumbs?” Penny asked.  


“According to Ironwood,” Xanthic started, ignoring the way Winter’s hand twitched in frustration. She looked for cups and spoons. “You’re another SDC orphan.” At that Winter’s composition changed, for a split second she looked guilty. Guilty and sad over a lie. Penny sealed her lips tight and looked down at her hands. She wasn’t lying but her Aura still flared across her system. “I’m editing old security photos and videos too hide a very obscure Penny in it. So it doesn’t look like she just magically appeared out of nowhere.” The hacker finished, looking at Winter. There was a shift between them… Xan’s voice barely audiable to Penny’s sensitive eqiupment, “We don’t want a repeat of last time…”"  


The Specialist hummed, eyes glaring in Xanthic’s direction but not really focused on her until whatever thought left Winter’s mind, “Very well. I’ll inform General Ironwood.”  


“Unnecessary but it’s your energy to waste,” Xanthic said waving her hand. She sat back down in front of her temporary workstation and went back to writing lines of codes.  


“Waste of…” Winter paused, practically growling under her breath. No sound came out but with her facial expression, Penny practically heard it. “And what would be an optimal use of my energy?”  


Xanthic pointedly looked at the near empty fridge. Dr. Pietro’s facility was locked down durng P.E.N.N.Y’s finalization process. There was no reason to stock so much food in the recreational kitchen.  


“I am not doing your grocery shopping!”  


“I’m under house arrest!” Xanthic threw up her arms. Around both wrist was a bracelet with gravity and lighting Dust built in. Once activated it would pin her arms together or send a volt of electricity. Ideally non-lethal. "And I’m gonna be here for _at least three days."_  


“I’m sure the General wouldn’t mind if we accompany you.” Penny said quietly. The two barely stopped from yelling at each other and looked at her. “The Ace-Ops rudely escorted you here from you’re home. I didn’t see any bags either… so…” Luckily Xanthic was dressed for the day… still dressed from the previous day. Under Xanthic’s unblinking cybernetic eyes Penny’s confidence waned.  


Winter took a deep breath, a finger on her temple. Penny stared, wishing she would unclenched her jaw instead. “Was it Herriet and Elm? Those two are quick and rash.”  


“Herriet and Vine, actually.” Penny said.  


“Figures. Vine has always been to the letter,” The Specialist started to walk down into the living room, “I’ll contact General Ironwood and request your cuffs be synced with my Scroll.”  


“Oh how kind! Ms. Schnee and her girlfriend taking me out for a walk. May I have a treat Mistress?” The hacker asked, her monotone voice alive with sarcasm. She even struck a pose along with batting long eyelashes. Perhaps it would be more effective if her makeup wasn’t so intimidating.  


Winter scowled and the two Atlas elites stared at each other for a minute. The silent challenged ended in a draw, they broth broke eye contact with Winter taking a seat and closing her Scroll. Within a few minutes Xanthic had finished her ice cream and checked the fridge again. With a some excessive force, Xanthic shut the fridge and continued working. Penny watched her hit the backspace more than she should.  


“Alright!” Xanthic yelled, ten minutes later. “I’ll play… nicer than usual.”  


Winter looked too dignified and controlled to smirk but the air around her was far too smug. Maybe it was the lack of reaction that held superiority? Whatever it was it annoyed Xanthic and puzzled Penny.  


The call only took a few minutes. Winter returned to the kitchen and held her Scroll to the gravity cuffs around the hacker’s wrist. It beeped twice, the cuffs flashing green. Outside an unmarked car pulled up. Once Winter opened the door Xanthic’s attitude resurfaced.  


“Are you fucking serious?” She asked staring at the front seat. Their transport was being driven by an AK-200. “I’d like to live.”  


“I’ll drive if you’ll shut up,” It seemed the Specialist was nearing her limit.  


“Again, I’d like to live.”  


“They _aren’t that_ bad,” Penny reasoned softly. She physically stepped between them, even if they could clearly see above her head. That chip of insecurity wedged into her a little. Winter’s patient gaze gave her the strength to continue with a straight spin and even voice, “Safe driving is within their capabilities.”  


“Hm… fine,” Xanthic huffed crossing her arms. “I suppose three VIPs dying will finally help people realize these things are horrible.” Winter quickly got into the car, hiding her face but the door slammed with enough force to shake their transport. Xanthic sneered, a small victory. It would take more than a simple crash to harm a huntress… but her future teammate was a civilian.  


“How terrifying is it to live without a protective Aura?” Penny asked following Xanthic in. This time Xanthic glared at her while Winter sneered. Penny merely tilted her head in confusion, staring at the hacker for an answer.  


“You and fucking Glade,” Xanthic muttered. She looked out the window and the car was relatively silent as Penny tried to figure out how she insulted her future teammate.  


Their first stop was Xanthic’s house. It was big enough for a family and gated, Penny could see some trees growing in the backyard and a garden being tended too by a robot and two Ace-Op members. Before the gate could close behind them, Xanthic swung the door open and jumped out of the slow moving vehicle. Winter was quickly to follow so Penny felt compelled to do the same, even if her steps weren’t a confident march like Winter.  


“Welcome back, Lady Xanthic.” The robot gardener greeted with a bow. “May we prepare a meal for you and your guest?” Xanthic ignored it, pointing a finger at Clover then Marrow. Rude, Penny frowned looking at the robot. It didn’t seem to mind…  


“What the fuck are you two doing here?”  


“I could ask you the same question,” Clover said. His eyes gently swept to Winter and momentarily lingered on Penny. She ducked her head, eyes on the ground and stepping behind her Specialist. “But knowing Schnee, it’s classified.” He smiled but it wasn’t directed at Winter. Her professional mask didn’t recuperate any friendliness but the lack of a negative response was approval, in a way.  


“We’re ensuring you don’t escape a previously hacked into facility, pack your things, and run off,” Marrow answered. By Xanthic’s scowl and huff at a proper answer, the question must have been rhetorical. Penny was realizing most of her questions weren’t actually questions. Marrow plucked an apple from the robot gardener’s basket and took a bite. He hummed at the taste. “Oh and wonderful place! Very hermit and simple.”  


“The singular word would be self-sustaining,” Xanthic growled arms crossed. She finally looked at her butler. It was a different model than the one Penny first saw, smooth and curved, the design and cut in the chassis flowing almost gentlly. “Pack all the leftovers and anything you can prepare in 10 minutes. Not staying long.”  


“Understood, Lady Xanthic.” The gardenerbot bowed a little, then knelt back down and resume working on the garden. Through the window Penny saw two more robots walk into the kitchen. The robot did use _we_ when addressing Xanthic, the robot’s AI must share a network, a hivemind. One of the butlers was definitely the model Penny saw driving the night they first met. Sharp edges, thick layered metal plates, intimidating faceplate, a bodyguard?  


Marrow whistled, “Impressive. For a criminal.”  


“Standard. For a genius.” Xanthic scoffed walking to the front door. She pressed her Scroll to the lock and it slide open. When Marrow moved to follow Clover stopped him.  


“You heard the bots, we can enter the yard but not the house. Until we have a warrant, they are authorized to open fire under the Home Defense Clause.”  


Xanthic chuckled softly, “Good Bobs.”  


“Thank you, Lady Xanthic.” Her butler chirped. Penny frowned staring at it before following Winter. The synthetic voice was flat, could almost past as human if Xanthic _wanted_ it too.  


“Man… how does manage to show us up on her day off?” Marrow mumbled walking to Clover. “And the girl?”  


“Classified,” Winter called over her shoulder. Marrow yelped, a little surprised his loud voice carried that far.  


The first thing Penny’s sensors detected was an increase of temperature. Once she entered Xanthic’s home she understood why. Servers and machines lined the walls, countless of physical monitors mounted onto a surface and displaying news channels across the world. Others had lines of code or blueprints, one monitor occasionally flashed red and ‘Simulation Error. Project: BILLY unable to sync’.  


Xanthic stared at it but glanced at Winter. The Specialist glanced around the room for any weapon, then trained her eyes on the hacker. Xanthic grumbled, walking into the kitchen and sitting at the table. Like Aro’s home there was small electrical components and tools, but only one.  


A broken robot that looked like a ram laid on the table, small enough to fit in a pocket.  


Penny sat down and slowly reached for it. “May I?”  


“I can’t exactly stop you.” Xanthic barked. Penny flinched and recoiled. Xanthic sighed, “Right, I’m suppose to play nice… Yeah go ahead.” Slowly Penny scooped up the broken bits of metal and wire. Cradling it. “It was meant to be a monitoring bot.”  


“You mean spy?”  


“I mean as in a kid’s pet. The current cybernetic pets haven’t been changed in half a decade. It’s boring.”  


“… But a goat?” Winter asked with a raised brow.  


Xan smirked, “Greatest Of All Time.” This time Winter did let out a visible display of distain, along with… some surprise? Penny giggled at the light flush across her face.  


She politely decline the food the serverbots offered. Winter accepted a smaller portion while Xanthic scarfed it down. They continued their neutral banter for a few minute, talking about mundane robots walking around Atlas. Penny tried to focus all her processing power into examining the broken robot, but she kept focusing in on Winter’s voice.  


They were objects, they were supposed to be weapons. Xanthic scoffed and argued, they were flexible tools, with familial _potential._ The two agreed that robots were _things_ but not on the functions. Penny’s function was to protect, she was a weapon. She was her father’s daughter, family… Her Aura stirred throughout her systems, sinking and sinking like it was trying to unplug her power unit.  


In her palm was a pet… “May I have this?” Penny asked.  


Xanthic looked at her through the glass of her cup and finished inhaling her water. “Sure. I doubt I’ll be able to work on any of my personal stuff now.” She held up her wrist, cuffs shining in the sun.  


The hacker spent the remainder of the 10 minutes packing some clothes and books. Winter looked through both, packing it even neater than Xanthic originally had it.  


The trip for groceries was short and uneventful now that Xanthic was cooperating. Penny almost missed her antagonism. It was entertaining, Penny found herself fiddling with the broken bot, thoughts drifting. The future members of APCX were quiet. Winter had her usual professionalism on but every so often worry would break though when she looked at Penny.  


Robots were tools, not meant to function outside their purpose. According to General Ironwood, she was a protector. According to her father-  


“I lied.” Xanthic said suddenly. Her volume was neutral but after a car ride with soft music it was an abrupt cut in Penny’s thoughts.  


“Surprising.” Winter sneered. It wasn’t as hostile as it was earlier but not as playful as with May or Aro.  


“Me and Glade have… history. That was supposed to be a gift.”  


“Really?” Penny asked. Winter held her Scroll to the facility’s front door and escorted the two VIP’s back to the recreation quarters. “I checked Aro’s files. There was some inconsistences during her internship with my father.”  


“I’ll have to fix that later then.” They were in the same environment nearly five years ago. That was enough confirmation for Penny. She helped Winter put away the food and memorized what they bought. Penny doesn’t eat, Winter isn’t a frequent visitor- though Penny hope that is going to change, so everything is Xanthic’s. She noted a surprising amount of sweets, either mint chocolate or some kind of strawberry flavor. She favored salt and vinegar snacks. The meals her butlerbots packaged was well balanced, most things fresh from her gardens.  


Winter synced the hacker’s cuffs back to the recreational area. Penny pulled the remains of the robot from her pocket… and stared at it. If weapon can’t be intimate with people, what does her time at the Military Event classify as?  


“Penny?” She heard Winter’s whisper shortly before registering a light pressure on her shoulder. She almost jumped. Her Aura ramped her system, nearly triggering a fight response. With concentration Penny was able to calmly look up at the Specialist. “Are you alright? Did the crowds at the store bother you?”  


“No…” It was her and the hacker that troubled Penny. “I’m-” fine. The words stopped in her synthetic vocals. She could _feel_ her Aura swirl in her chest at the lie. “Just thinking. I’m going to gather some tools and materials for this little…”  


“Billy. I’ll send you the software after you fix it.” Xanthic said.  


Penny quickly excited the room, Winter’s hand just hovering there for a few seconds before Penny turned the corner and lost visual of both of them. Weapons can’t be friends. Penny shrank in, hands squeezing tighter and tighter. She ignored the warnings and only focused on the wires tightening in her chest.  


Then the squeezing gave way.  


Six days since her last artificial skin tear, rest to zero.  


Her room was simple, very similar to the workshop back in Atlas Academy. No bed, only an examination table with mechanical arms for maintenance. The drawers were full of tools, parts, or accessories. Things that was on the workbench for weapons. People did not wear artificial skin. The tear was easy to repair, thin layer of sillicone and wires around her index finger was torn clean off.  


A light knock on her door made Penny jump. Xanthic would be stuck in the recreational area, trying to leave would meant a painful shock. Winter… she was Ironwood’s second-in-command, she may have access to most of the facility but-  


Another knock.  


“Y- Yes?” She called out. To her surprised and relief her father opened the door. “You… knocked?”  


“Winter fetched me, told me that you seemed upset,” Dr. Pietro said. His chair slowly walked forward, as if ready to turn on a moment’s notice. “I wasn’t sure if you wanted privacy or not.”  


“Ms. Xanthic is restricted to the living quarters of this facility. Winter would be authorized entrance if allowed here,” Penny said. Pricacy was a human concept. She wasn’t… “My privacy is unnecessary.”  


“That does’t mean you can’t want it,” Dr. Pietro said gently. He looked at Penny’s hands and took a breath. Concern, worry, love. Emotions meant for people. It was easy to read these emotions from her father, yet somehow tiring.  


She was tired of seeing him worry.  


“I’m sorry,” Penny mumbled.  


“Maybe this entire Vytal Festival is a bad idea…” For once, Dr. Pietro’s voice was stern. It wasn’t hard like how the General’s could get but it was so odd hearing him frustrated.  


“No!” Penny yelled. She gasped at her own volume. Dr. Pietro jumped in surprised but he didn’t look mad. In fact he nodded and encouraged Penny to continue. “I want to fight! I want to see Vale.” And after the stories Aro told them during the Military Show, Penny wanted to see Minangire. May told stories about the mountains in Minstral and Winter balked at the heat in Vacuo. She wanted to _see_ the world. Her simulations programs were the most accurate ones developed but nothing compared _her own_ experience.  


Her father looked concern again and Penny made a noise. It was a reflex she hadn’t perform before, that hum of frustration May did so much. Her father looked shocked but smiled and laugh.  


“I’ve never seen you pout before. My, my, one day and you’ve learn so much already,” He said patting Penny’s hand. “And that’s really the General decision to make. And I doubt he’s changing his mind.”  


Penny let him repair the tear in the artificial skin. She made sure to watch, wanting to cherish the moment just as the others cherished their visits to other kingdoms. A moment that was _truly hers_ and not programed into her. A special gel will act as a conduit for the wires and adhesive for the silicone. His hands went to work soothing everything back in place, encouraging the material to bound in a way that wouldn’t leave a mark.  


“I will always worry, my dear,” Dr. Pietro said. “I know you are fully capable of taking care of yourself, but it’s just what fathers do.” The word stirred in Penny’s processors, she hoped it would stick. After all, weapons didn’t have fathers.  


“Then… what do daughters do?”  


Whatever Dr. Pietro had to say wasn’t fully vocalized. Instead the smile dropped for a moment and he sighed. “That depends on the girl,” Dr. Pietro said, “Specialist Schnee chose to leave her family… Family company to protect others.”  


“And… Ms. Xanthic?”  


Dr. Pietro raised a brow, “I think it’d be best if you asked her yourself.”  


Penny flinched at the thought. There was a 2% chance of a pleasant conversation. 95% chance Xanthic would yell at her. Penny left the remaining 3% as open-to-human-nature.  


“I… suppose,” She grumbled. There was a 100% chance of avoiding confrontation with Xanthic if she did not ask.  


_Primary Function: ~~Protector~~ Daughter_# 4. Duty

##  _**Cutting Strings**_

> Characters: Penny, Winter, Xanthic  
>  Word Count: ??
> 
> CH SUMMERY HERE
> 
> [ _**Read on Ao3** _ ](????)
> 
> **PREV -[NEXT](???)**  
> 

_Primary Function: Protector_  


Penny learned many things during her few short hours outside her father’s facility. Those with familiar background and status gravitate towards each other. Penny suppose the human variable meant different was of understanding the world. Same behaviors and actions can be used to express different emotions, particularly when people whisper under their breath and avoid looking at others.  


Though Penny still had a difficulty figuring out how May and Winter communicated with just looks. Even sign language used an actual method of communication.  


So far the Military Event was the best day of her excistance. Her true first day out in the world! She got to learn more about her future teammate and possibly made two new friends, Winter Schnee and May Marigold. But… It was odd, that the best day of her excistense could affect someone that was not present.  


Penny was starting to understand how powerful the gaze was.  


Presently, Xanthic’s gaze.  


She sat at the facility’s kitchen table, head casted down and hands intertwined in her lap. She ignored the slamming keys and hard-light screens. Across from her, Ashley Xanthic furiously typed lines of code. The hacker would run simulation after simulation, until the checks ran red and continued working. Bit by bit, she hacked into Atlas’ network, byte by byte Penny Polendina was becoming an _official_ citizen of Atlas.  


Ironwood wanted her to supervise the hacker. Something that required closer observation but Penny didn’t want upset Ms. Xanthic anymore. She sighed quietly, squeezing her hands. She wasn’t doing a very good job…  


“What’s the point in running the Kingdom if you can’t cut corners?” Xanthic growled to herself. Penny spared a glance up. Her future teammate took a break to sip her coffee but her head just kept tilting back and back before she just groaned into an empty cup.  


“It’s to prevent-”  


“Abuse of power, total dictator ship,” Xanthic droned. She put her cup down, looking at Penny through the gasps of her hard-light screens. "But here I am, in a secure military facility, hacking into Atlas Security with resources the _General provided."_  


If the public found out General Ironwood manipulated the system, he would be stripped of both his council seats. If the public found out a hacker had done it, the consequences wouldn’t be as dire. Still the General must have _other_ reasons for using her as a scapegoat.  


Penny looked at her hands again, “He cannot make such quick changes legally, the process would take too long. Everything has been signed and approved-”  


“Of course,” Xanthic snorted. After hours of working, the hacker finally stood up. In a few short strides she was at Penny’s side, boxing her into the chair with slender arms. Penny knew Xanthic wasn’t fit, wasn’t a fighter. Her hands weren’t calloused like Aro’s but steady, soft, and precise. Penny could easily win but somehow she felt small and weak under that white burning glare.  


Staring into eyes that were so similiar to her own… but so full of resentment was not pleasent.  


"So why would the _General,"_ Xanthic hissed the title out like venom, “Need me to skip the queue?”  


“And why should we tell a criminal, one caught red handed by General Ironwood himself.”  


“Winter!” Penny gasped, hydraulics in her back straightening her posture. The specialist’s voice alone lifted her Aura, but seeing Winter glower back at Xanthic corrected any insecurities the hacker caused. “What are you doing here?”  


“I don’t resume my duties till tomorrow,” Winter said, eyes closed and shoulders tensing for a moment. Xanthic sneered. Penny ignored it because Winter refused to acknowledge the hacker. “I did offer you a tour of Atlas Academy.”  


“How about you don’t make my job harder?” Xanthic asked throwing up her hands. She walked to the fridge, making sure to brush against Winter so the Specialist was forced to acknowledge her. Xan was shorter, but somehow she seemed to have just as strong of a presense. “Marigold gets a pass but _you and Glade_ are aware of the consequences that comes with _fame._ You really think people wouldn’t look up the mysterious ginger? She is a ginger right?”  


“Penny did not disclose her identity until after we witnesses saw us together,” Winter said with an annoyed sigh.  


“Now you know. Yet you still insist on parading her around?” Xanthic reason. She crossed her arms and glared threateningly at one of the best Huntresses in Atlas. Both women were too busy posturing and trying to intimidate each other to see Penny shrink ever so slightly. She quickly straightened out again when Xanthic lost with an infuriating sigh. “Seriously. Please don’t make my job harder than it is.”  


“Penny’s cover is already ruined, what else would hinder your task?”  


“Research,” Xanthic said opening the fridge. She frowned and gave Penny a disapproving look. “It’s practically empty. Is _that_ why you’re all skin and bones?”  


“I’m not skin and bones…” Penny mumbled under her breath. It felt… bittersweet, a small victory in admitting what she is but what was the point if they didn’t understand it? Predictably Xanthic didn’t believe her. The hacker rolled her cybernetic eyes and peeked into the freezer next.  


“Neopolitan ice cream. I can forgive the lack of food,” she said with a small smile. Penny added the favorite flavor to Xanthic’s notes. “I can do what Ironwood-”  


“General Ironwood.” Winter corrected.  


Xanthic continued without any acknowledgement, “Told me to do, get the _legal_ documents into the system or I can do a good job and actually leave some breadcrumbs for people to find.”  


“Breadcrumbs?” Penny asked.  


“According to Ironwood,” Xanthic started, ignoring the way Winter’s hand twitched in frustration. She looked for cups and spoons. “You’re another SDC orphan.” At that Winter’s composition changed, for a split second she looked guilty. Guilty and sad over a lie. Penny sealed her lips tight and looked down at her hands. She wasn’t lying but her Aura still flared across her system. “I’m editing old security photos and videos too hide a very obscure Penny in it. So it doesn’t look like she just magically appeared out of nowhere.” The hacker finished, looking at Winter. There was a shift between them… Xan’s voice barely audiable to Penny’s sensitive eqiupment, “We don’t want a repeat of last time…”"  


The Specialist hummed, eyes glaring in Xanthic’s direction but not really focused on her until whatever thought left Winter’s mind, “Very well. I’ll inform General Ironwood.”  


“Unnecessary but it’s your energy to waste,” Xanthic said waving her hand. She sat back down in front of her temporary workstation and went back to writing lines of codes.  


“Waste of…” Winter paused, practically growling under her breath. No sound came out but with her facial expression, Penny practically heard it. “And what would be an optimal use of my energy?”  


Xanthic pointedly looked at the near empty fridge. Dr. Pietro’s facility was locked down durng P.E.N.N.Y’s finalization process. There was no reason to stock so much food in the recreational kitchen.  


“I am not doing your grocery shopping!”  


“I’m under house arrest!” Xanthic threw up her arms. Around both wrist was a bracelet with gravity and lighting Dust built in. Once activated it would pin her arms together or send a volt of electricity. Ideally non-lethal. "And I’m gonna be here for _at least three days."_  


“I’m sure the General wouldn’t mind if we accompany you.” Penny said quietly. The two barely stopped from yelling at each other and looked at her. “The Ace-Ops rudely escorted you here from you’re home. I didn’t see any bags either… so…” Luckily Xanthic was dressed for the day… still dressed from the previous day. Under Xanthic’s unblinking cybernetic eyes Penny’s confidence waned.  


Winter took a deep breath, a finger on her temple. Penny stared, wishing she would unclenched her jaw instead. “Was it Herriet and Elm? Those two are quick and rash.”  


“Herriet and Vine, actually.” Penny said.  


“Figures. Vine has always been to the letter,” The Specialist started to walk down into the living room, “I’ll contact General Ironwood and request your cuffs be synced with my Scroll.”  


“Oh how kind! Ms. Schnee and her girlfriend taking me out for a walk. May I have a treat Mistress?” The hacker asked, her monotone voice alive with sarcasm. She even struck a pose along with batting long eyelashes. Perhaps it would be more effective if her makeup wasn’t so intimidating.  


Winter scowled and the two Atlas elites stared at each other for a minute. The silent challenged ended in a draw, they broth broke eye contact with Winter taking a seat and closing her Scroll. Within a few minutes Xanthic had finished her ice cream and checked the fridge again. With a some excessive force, Xanthic shut the fridge and continued working. Penny watched her hit the backspace more than she should.  


“Alright!” Xanthic yelled, ten minutes later. “I’ll play… nicer than usual.”  


Winter looked too dignified and controlled to smirk but the air around her was far too smug. Maybe it was the lack of reaction that held superiority? Whatever it was it annoyed Xanthic and puzzled Penny.  


The call only took a few minutes. Winter returned to the kitchen and held her Scroll to the gravity cuffs around the hacker’s wrist. It beeped twice, the cuffs flashing green. Outside an unmarked car pulled up. Once Winter opened the door Xanthic’s attitude resurfaced.  


“Are you fucking serious?” She asked staring at the front seat. Their transport was being driven by an AK-200. “I’d like to live.”  


“I’ll drive if you’ll shut up,” It seemed the Specialist was nearing her limit.  


“Again, I’d like to live.”  


“They _aren’t that_ bad,” Penny reasoned softly. She physically stepped between them, even if they could clearly see above her head. That chip of insecurity wedged into her a little. Winter’s patient gaze gave her the strength to continue with a straight spin and even voice, “Safe driving is within their capabilities.”  


“Hm… fine,” Xanthic huffed crossing her arms. “I suppose three VIPs dying will finally help people realize these things are horrible.” Winter quickly got into the car, hiding her face but the door slammed with enough force to shake their transport. Xanthic sneered, a small victory. It would take more than a simple crash to harm a huntress… but her future teammate was a civilian.  


“How terrifying is it to live without a protective Aura?” Penny asked following Xanthic in. This time Xanthic glared at her while Winter sneered. Penny merely tilted her head in confusion, staring at the hacker for an answer.  


“You and fucking Glade,” Xanthic muttered. She looked out the window and the car was relatively silent as Penny tried to figure out how she insulted her future teammate.  


Their first stop was Xanthic’s house. It was big enough for a family and gated, Penny could see some trees growing in the backyard and a garden being tended too by a robot and two Ace-Op members. Before the gate could close behind them, Xanthic swung the door open and jumped out of the slow moving vehicle. Winter was quickly to follow so Penny felt compelled to do the same, even if her steps weren’t a confident march like Winter.  


“Welcome back, Lady Xanthic.” The robot gardener greeted with a bow. “May we prepare a meal for you and your guest?” Xanthic ignored it, pointing a finger at Clover then Marrow. Rude, Penny frowned looking at the robot. It didn’t seem to mind…  


“What the fuck are you two doing here?”  


“I could ask you the same question,” Clover said. His eyes gently swept to Winter and momentarily lingered on Penny. She ducked her head, eyes on the ground and stepping behind her Specialist. “But knowing Schnee, it’s classified.” He smiled but it wasn’t directed at Winter. Her professional mask didn’t recuperate any friendliness but the lack of a negative response was approval, in a way.  


“We’re ensuring you don’t escape a previously hacked into facility, pack your things, and run off,” Marrow answered. By Xanthic’s scowl and huff at a proper answer, the question must have been rhetorical. Penny was realizing most of her questions weren’t actually questions. Marrow plucked an apple from the robot gardener’s basket and took a bite. He hummed at the taste. “Oh and wonderful place! Very hermit and simple.”  


“The singular word would be self-sustaining,” Xanthic growled arms crossed. She finally looked at her butler. It was a different model than the one Penny first saw, smooth and curved, the design and cut in the chassis flowing almost gentlly. “Pack all the leftovers and anything you can prepare in 10 minutes. Not staying long.”  


“Understood, Lady Xanthic.” The gardenerbot bowed a little, then knelt back down and resume working on the garden. Through the window Penny saw two more robots walk into the kitchen. The robot did use _we_ when addressing Xanthic, the robot’s AI must share a network, a hivemind. One of the butlers was definitely the model Penny saw driving the night they first met. Sharp edges, thick layered metal plates, intimidating faceplate, a bodyguard?  


Marrow whistled, “Impressive. For a criminal.”  


“Standard. For a genius.” Xanthic scoffed walking to the front door. She pressed her Scroll to the lock and it slide open. When Marrow moved to follow Clover stopped him.  


“You heard the bots, we can enter the yard but not the house. Until we have a warrant, they are authorized to open fire under the Home Defense Clause.”  


Xanthic chuckled softly, “Good Bobs.”  


“Thank you, Lady Xanthic.” Her butler chirped. Penny frowned staring at it before following Winter. The synthetic voice was flat, could almost past as human if Xanthic _wanted_ it too.  


“Man… how does manage to show us up on her day off?” Marrow mumbled walking to Clover. “And the girl?”  


“Classified,” Winter called over her shoulder. Marrow yelped, a little surprised his loud voice carried that far.  


The first thing Penny’s sensors detected was an increase of temperature. Once she entered Xanthic’s home she understood why. Servers and machines lined the walls, countless of physical monitors mounted onto a surface and displaying news channels across the world. Others had lines of code or blueprints, one monitor occasionally flashed red and ‘Simulation Error. Project: BILLY unable to sync’.  


Xanthic stared at it but glanced at Winter. The Specialist glanced around the room for any weapon, then trained her eyes on the hacker. Xanthic grumbled, walking into the kitchen and sitting at the table. Like Aro’s home there was small electrical components and tools, but only one.  


A broken robot that looked like a ram laid on the table, small enough to fit in a pocket.  


Penny sat down and slowly reached for it. “May I?”  


“I can’t exactly stop you.” Xanthic barked. Penny flinched and recoiled. Xanthic sighed, “Right, I’m suppose to play nice… Yeah go ahead.” Slowly Penny scooped up the broken bits of metal and wire. Cradling it. “It was meant to be a monitoring bot.”  


“You mean spy?”  


“I mean as in a kid’s pet. The current cybernetic pets haven’t been changed in half a decade. It’s boring.”  


“… But a goat?” Winter asked with a raised brow.  


Xan smirked, “Greatest Of All Time.” This time Winter did let out a visible display of distain, along with… some surprise? Penny giggled at the light flush across her face.  


She politely decline the food the serverbots offered. Winter accepted a smaller portion while Xanthic scarfed it down. They continued their neutral banter for a few minute, talking about mundane robots walking around Atlas. Penny tried to focus all her processing power into examining the broken robot, but she kept focusing in on Winter’s voice.  


They were objects, they were supposed to be weapons. Xanthic scoffed and argued, they were flexible tools, with familial _potential._ The two agreed that robots were _things_ but not on the functions. Penny’s function was to protect, she was a weapon. She was her father’s daughter, family… Her Aura stirred throughout her systems, sinking and sinking like it was trying to unplug her power unit.  


In her palm was a pet… “May I have this?” Penny asked.  


Xanthic looked at her through the glass of her cup and finished inhaling her water. “Sure. I doubt I’ll be able to work on any of my personal stuff now.” She held up her wrist, cuffs shining in the sun.  


The hacker spent the remainder of the 10 minutes packing some clothes and books. Winter looked through both, packing it even neater than Xanthic originally had it.  


The trip for groceries was short and uneventful now that Xanthic was cooperating. Penny almost missed her antagonism. It was entertaining, Penny found herself fiddling with the broken bot, thoughts drifting. The future members of APCX were quiet. Winter had her usual professionalism on but every so often worry would break though when she looked at Penny.  


Robots were tools, not meant to function outside their purpose. According to General Ironwood, she was a protector. According to her father-  


“I lied.” Xanthic said suddenly. Her volume was neutral but after a car ride with soft music it was an abrupt cut in Penny’s thoughts.  


“Surprising.” Winter sneered. It wasn’t as hostile as it was earlier but not as playful as with May or Aro.  


“Me and Glade have… history. That was supposed to be a gift.”  


“Really?” Penny asked. Winter held her Scroll to the facility’s front door and escorted the two VIP’s back to the recreation quarters. “I checked Aro’s files. There was some inconsistences during her internship with my father.”  


“I’ll have to fix that later then.” They were in the same environment nearly five years ago. That was enough confirmation for Penny. She helped Winter put away the food and memorized what they bought. Penny doesn’t eat, Winter isn’t a frequent visitor- though Penny hope that is going to change, so everything is Xanthic’s. She noted a surprising amount of sweets, either mint chocolate or some kind of strawberry flavor. She favored salt and vinegar snacks. The meals her butlerbots packaged was well balanced, most things fresh from her gardens.  


Winter synced the hacker’s cuffs back to the recreational area. Penny pulled the remains of the robot from her pocket… and stared at it. If weapon can’t be intimate with people, what does her time at the Military Event classify as?  


“Penny?” She heard Winter’s whisper shortly before registering a light pressure on her shoulder. She almost jumped. Her Aura ramped her system, nearly triggering a fight response. With concentration Penny was able to calmly look up at the Specialist. “Are you alright? Did the crowds at the store bother you?”  


“No…” It was her and the hacker that troubled Penny. “I’m-” fine. The words stopped in her synthetic vocals. She could _feel_ her Aura swirl in her chest at the lie. “Just thinking. I’m going to gather some tools and materials for this little…”  


“Billy. I’ll send you the software after you fix it.” Xanthic said.  


Penny quickly excited the room, Winter’s hand just hovering there for a few seconds before Penny turned the corner and lost visual of both of them. Weapons can’t be friends. Penny shrank in, hands squeezing tighter and tighter. She ignored the warnings and only focused on the wires tightening in her chest.  


Then the squeezing gave way.  


Six days since her last artificial skin tear, rest to zero.  


Her room was simple, very similar to the workshop back in Atlas Academy. No bed, only an examination table with mechanical arms for maintenance. The drawers were full of tools, parts, or accessories. Things that was on the workbench for weapons. People did not wear artificial skin. The tear was easy to repair, thin layer of sillicone and wires around her index finger was torn clean off.  


A light knock on her door made Penny jump. Xanthic would be stuck in the recreational area, trying to leave would meant a painful shock. Winter… she was Ironwood’s second-in-command, she may have access to most of the facility but-  


Another knock.  


“Y- Yes?” She called out. To her surprised and relief her father opened the door. “You… knocked?”  


“Winter fetched me, told me that you seemed upset,” Dr. Pietro said. His chair slowly walked forward, as if ready to turn on a moment’s notice. “I wasn’t sure if you wanted privacy or not.”  


“Ms. Xanthic is restricted to the living quarters of this facility. Winter would be authorized entrance if allowed here,” Penny said. Pricacy was a human concept. She wasn’t… “My privacy is unnecessary.”  


“That does’t mean you can’t want it,” Dr. Pietro said gently. He looked at Penny’s hands and took a breath. Concern, worry, love. Emotions meant for people. It was easy to read these emotions from her father, yet somehow tiring.  


She was tired of seeing him worry.  


“I’m sorry,” Penny mumbled.  


“Maybe this entire Vytal Festival is a bad idea…” For once, Dr. Pietro’s voice was stern. It wasn’t hard like how the General’s could get but it was so odd hearing him frustrated.  


“No!” Penny yelled. She gasped at her own volume. Dr. Pietro jumped in surprised but he didn’t look mad. In fact he nodded and encouraged Penny to continue. “I want to fight! I want to see Vale.” And after the stories Aro told them during the Military Show, Penny wanted to see Minangire. May told stories about the mountains in Minstral and Winter balked at the heat in Vacuo. She wanted to _see_ the world. Her simulations programs were the most accurate ones developed but nothing compared _her own_ experience.  


Her father looked concern again and Penny made a noise. It was a reflex she hadn’t perform before, that hum of frustration May did so much. Her father looked shocked but smiled and laugh.  


“I’ve never seen you pout before. My, my, one day and you’ve learn so much already,” He said patting Penny’s hand. “And that’s really the General decision to make. And I doubt he’s changing his mind.”  


Penny let him repair the tear in the artificial skin. She made sure to watch, wanting to cherish the moment just as the others cherished their visits to other kingdoms. A moment that was _truly hers_ and not programed into her. A special gel will act as a conduit for the wires and adhesive for the silicone. His hands went to work soothing everything back in place, encouraging the material to bound in a way that wouldn’t leave a mark.  


“I will always worry, my dear,” Dr. Pietro said. “I know you are fully capable of taking care of yourself, but it’s just what fathers do.” The word stirred in Penny’s processors, she hoped it would stick. After all, weapons didn’t have fathers.  


“Then… what do daughters do?”  


Whatever Dr. Pietro had to say wasn’t fully vocalized. Instead the smile dropped for a moment and he sighed. “That depends on the girl,” Dr. Pietro said, “Specialist Schnee chose to leave her family… Family company to protect others.”  


“And… Ms. Xanthic?”  


Dr. Pietro raised a brow, “I think it’d be best if you asked her yourself.”  


Penny flinched at the thought. There was a 2% chance of a pleasant conversation. 95% chance Xanthic would yell at her. Penny left the remaining 3% as open-to-human-nature.  


“I… suppose,” She grumbled. There was a 100% chance of avoiding confrontation with Xanthic if she did not ask.  


_Primary Function: ~~Protector~~ Daughter_


	5. Solutions

**Summary for the Chapter:**

> Penny's first obstacle in the real world.

**Notes for the Chapter:**

>  __  
> 
> 
> edited: 12/7/2020

_Conflicts detect. Source: Unknown. Solutions: Debugging._  


The General’s office in the Polendina Facility was nothing compared to his office in the Academy, according to Winter and the information Penny was created with. Similarly Xanthic was unimpressed, but that cold impassive face might be from the cuffs pinning her wrist together. Winter was quickly reading the file Ironwood handed her while he sat at his desk, eyes on the hacker.  


The silence ticked by and Xanthic growled. “I already told you, your system locked me out before I could get any _real_ information.” The hacker explained, “You want me, Glade, and an undecided third member to go to play babysitter for Penny at the Vytal Festival.”  


Penny frowned and cast her gaze down. Ciel… was not confirmed? Was Xanthic planning to hack the system to make sure she was chosen for the Vytal Festival?  


“So you don’t know anything about Floating Array?” Winter asked. She handed the confidential information to Penny. The young women hesitated. Only after verification from General Ironwood did Penny take it and look it over.  


“I know it’s an ugly monstrosity.” Xanthic answered once but the words kept repeating in Penny’s processors. Her hands shook. Power output fluxed violently, sending more energy into her hardware. Software quickly adjusted but Penny couldn’t stop the small tremors. Xanthic’s eyes fixed on it. Penny curled up, stepping back as Winter stepped forward to shield her again. “It’s not _me_ you should be protecting her from,” Xanthic’s cybernetic eyes cut to General Ironwood.  


“You’re just as crazy as your uncle if you think General Ironwood is a threat to the people of Atlas.”  


_"People_ of Atlas," Xanthic repeated. The Aura in Penny’s power core twisted again. She tried to remember her father’s words just a few hours before. She was his _daughter_ not a- “Is that why Ironwood twisted her body _before_ making her an official citizen?” What? The shock from Winter was heavy, the worried and guilty eyes Penny looked up into even heavier.  


One of the smartest and biggest threat made her own red herring. Xanthic thought Penny was a human experiment. General Ironwood was calm, a corner of his mouth quirking up in a satisfied smile. Penny’s sharp cybernetic eyes saw it.  


And Xanthic’s older model picked it up as well.“How much of her body is metal!?” Xanthic screamed. Penny’s head snapped up. Rage. The hacker’s face was twisted and red, body ready to lung at the man that could tear her a part with his hands.It wasn’t an emotion Penny was familiar with, wasn’t aware it could be a… a _protective_ emotion. The hacker was angry _for_ Penny.  


“How dare you. This isn’t-”  


“Schnee, enough.” General Ironwood raised his hand. Winter immediately stopped, hand grasping for the hilt of her sword. When she realized her weapon wasn’t on her Winter calmed down a little. Ironwood slowly sat back in his chair, “What do you think you know?”  


“I _know_ Floating Array can only be used by people like _you,_ ” Xanthic lifted her bound hands, pointing to her forehead. The spot where Ironwood’s transmitter controlled his cybernetics. “Glade and me,” Next she pointed to the back of her head and neck. Penny had to squint, focusing her artificial eyes. She couldn’t see what Xanthic was referring to but she could faintly make out the cybernetic glow reflecting off her hair. “Unless she’s a telekinetic, those swords are controlled through _neural_ cybernetics and augmentation.”  


She wasn’t wrong… Penny looked down at the file to study what lies General Ironwood tied her too. The goal was to send a team to test a weapon in the Vytal Festival. The weapon’s name was Floating Array, not P.E.N.N.Y- She took a deep breath and focused back on the conversation. Penny _wasn’t_ a weapon. _Another SDC orphan. How much of her body is metal!?_ Did Xan think she was wounded in the fake report that killed her supposed parents?  


Penny gently held Winter’s arm and slowly stepped out from behind her. If Xanthic’s outburst was a result of protectiveness and injustive… then surely Xanthic must be kind too? “He didn’t…” Experiment on _the experiment?_ “I’m-”  


“The level of Penny’s augmentation is _classified,_ ” His order was directed to everyone in the room. His eyes and words ended with Penny who flinched. Somehow she managed to resist hiding behind Winter again. She was Dr. Pietro’s daughter. Winter saw her as someone to protect and in her own way so did Xanthic. She had an identity beyond a tool, Penny repeated this over and over even if she nodded to Ironwood.  


Winter gently pulled Penny’s hand off her but she gave a comforting squeeze, eyes lingering on their hands. There was a small knit between her brows, the line of her tight lips curved down so softly. Penny gave a tight and determined squeeze back. She was so tired of seeing that look of concern. Dr. Peitro was her father, he was allowed to worry but Penny was determined never to see Winter or anyone else give her that look again.  


Xanthic watched curiously. Her bright eyes returned to Ironwood who seemed indifferent to the heavy air and accusations of using a little girl for experiments. It irritated the hacker for a moment, “… Me and Glade will figure it out sooner or later.” Xanthic said relaxing as much as she could. “You’re assigning two genius to babysit her after all.”  


“So you agree to take on this mission?” Ironwood asked.  


“Don’t insult me by acting like I have a choice,” Xanthic scowled holding up the gravity cuffs. “Besides, if anything goes wrong with that spliced tech you’ll need me and Glade.”  


… Goes wrong?  


“Which is why I choose you for this mission but… There has been some resistance from Glade and difficulties with your potential partner.”  


“A-Aro?!” Resistance? She doesn’t want-  


Winter quickly set a hand on Penny’s shoulder. Her mind was stretching thing, a thousand thought running a thousand miles a second but somehow Winter’s voice broke through, “She’s probably being difficult to annoy you, sir. I know for a fact that she’s quite attached to Penny.”  


Penny took a deep breath and calmed down, literally pushing the cold Solitas air through her flash heated systems. Her memory wasn’t corrupted but her processors fired up simulations without proper information. Even before they met, Aro jumped in front of a Spider Droid to protect her. Why does her programming assume the worst? Penny opened her eyes at Ironwood’s loud frustrated sigh. He was rubbing his temples, jaw clenched tight.  


“I am well aware. She’s in a position to make demands and is already making them.”  


“… Sir.” Winter’s voice was tired and dry, “What did you expect from a Faunus women who runs one of the few independent Dust shops since she was 18?” Ironwood seemed to wince under that statement. It was all public facts but Penny could barely grasp the weight of that statement. The irony of a successful individual being used as an icon for blatant discrimination- Penny finally recognized that sad smile Aro had on during APCX’s first gathering.  


It was resignation.  


“What’s her demand?” Winter asked.  


Ironwood took a deep breath and sat back in his chair. “She wants Penny to choose the last member. Though to make sure she doesn’t influence Penny’s decision I get to narrow down the list.”  


“Oh!” Xanthic sneered wearing down Ironwood’s patience. His jaw tensed, grinding a little. “So the Iron part of your name stands for irony?”  


The General glared at Xanthic then at Winter. His second-in-command straightened out and awaited her orders. “Take this _criminal_ to her quarters.”  


“Yeah, take me to bed, Mistress.”  


At that Winter’s face turned a little red but it wasn’t a blush. She ripped her tie from her neck and shoved it into Xanthic’s mouth in a near punch. Xanthic groaned but it only turned to a biting laughter. Despite Penny’s concerns Winter shoved the hacker out of the room. She winked… It didn’t make Penny didn’t feel any better. Her protocols told her to intervene, but another told her to stand by as the subject was handled by Military Authority. It didn’t seem right.  


A few seconds after the door hissed closed Ironwood’s stoic image crumbled a little. His elbows rested on the desk. “I’m afraid dealing with her will be your toughest challenge.”  


“I’m… I’m sure I’ll adapt.” Penny said quietly. She traced the mend on her finger. There was no evidence of it except for her memory. Xanthic was a challenge but… Penny wasn’t sure if she enjoyed it or not. “If Xanthic is such a concern why assign her to my team?”  


“Besides her technical capabilities?” Ironwood asked. He slumped further at his desk, a tired smile on his face. “She fits the average profile for students and competitors attending the Vytal Festival. Ms. Xanthic won’t be able to infiltrate Atlesian property all the way in Vale. The distance and extra security will make it harder for her to hack our systems. Additional her rivalry with Ms. Glade and activities during the Vytal Festival will preoccupy her time.”  


“And what will happen to her after?” Penny asked despite the fear of the answer.  


Ironwood closed his eyes for a moment. “I’d consider this mission a community service and shorten her punishment.” That was not a satisfactory answer but Penny did not have a chance to continue the conversation. Penny’s Scroll pinged. She accepted the file transfers. “Ms. Glade would like you to meet these five candidates and choose one of them when she returns.”  


“Yes, sir.”  


Penny left feeling drained, as if she fought more than a Spider Droid. Was this her equivalent to mental exhaustion? Xanthic had triggered multiple conflicts and she had to constantly suppress some protocols. Then the glitches with her Aura… Penny returned to her room, hand over her power unit. The reasonable thing would be inform her father but the thought of seeing him worry exhausted her further.  


She didn’t want to think about it. Instead Penny focused her processors on the files General Ironwood gave her. All of the candidates are top students at the Police Academy… Ciel was not on the list!  


Penny nearly rushed out of her room but stopped. Xanthic was a criminal, her area would be heavily monitored in every way: visual, audio, and transmitted data if Winter didn’t confiscate her Scroll. Xanthic told them not to contact each other but…  


She bounced in place systems flooded with energy and threatening to overheat her with no action to burn it off. Why isn’t Ciel on the list? Every candidate looked capable but Xanthic was right. Penny didn’t actually have a choice. She already knew Ciel- why isn’t she on the list- and everyone seemed to get along during their first meeting… well enough, after some comparison with Winter and May.  


Suddenly Penny’s recorded memory brought up Ciel’s audio, _If the_ General of our Kingdom _has a directive for us we’d best follow it,_ Did she decline the offer? “Ugh…” Penny found herself sitting on her bed, head in her hands. “What do I do?” She didn’t want Ironwood’s candidates, she wanted Ciel or to at least ask her… “Ask her what?” Penny huffed at herself. Ask Ciel if she declined, if she wants to be a part of a team with two anarchist?  


Penny stood up and walked out of her room. Her aura was causing another glitch in her power unit. Too much energy for her processes to handle, she’d start one simulation and started another in a few seconds after, trying to come up with reasons why Ciel wasn’t on the list. She needed to do _something_ and she needed information…  


Penny found herself sneaking out of the facility and on a transport to Mantle.  


Ciel’s home was vastly different than what Penny was used to. Aro and Xanthic owned a building and house respectively. Ciel lived in an apartment building in a cramped area close to the Police Academy. Penny rang the doorbell and waited a few seconds. She had enough time to wonder if normal humans would be sleeping at this time when the door opened. Ciel didn’t look surprised to see her. If anything she was a little annoyed.  


“Hello!” Penny greeted her with a smile. Her father was right, fresh air did help her systems but now her processors were sluggish. All those ideas she had vanished. It never worked on Xanthic but Ciel did relax a little. That was a good sign, right? “Should I… Should I come back later?” Penny asked tilting her head a little. Penny’s internal clock told her it was almost midnight but Ciel was still dressed. “I’m not sure what time you rest and recharge.”  


“It’s the last month of the semester, I’m constantly running on empty.” Ciel said with a shrug. “Hold on,” Penny’s hopefully-future-teammate disappeared into the dark apartment for a moment. Penny peeked in. It was cramped, optimizing space for multiple people. Switching to night vison her cybernetic eyes saw several photos on the fridge and walls. Ciel was in a few of them at different stages of life, with what appeared to be blood relatives. Penny quickly turned her enhanced vision off and stepped out of the doorway when Ciel returned with a coat around her body. She presented a jacket and box to Penny, “Glade dropped this off with me before she left. Said it was for Xanthic.”  


She wasn’t in Mantle? Penny took the jacket first and carefully put it on. Ciel and Penny were about the same height and built so it was a perfectly snug fit. It felt… odd, being compressed by a soft warmth all around her. It was like a hug. Penny snuggled into it.  


Again her simulations and programming predicted the worse and caused unnecessary stress. There was no immediately solution so Penny adjusted her priotities.  


She gave Ciel a bright smile, “So you _do_ want to join our team?”  


Ciel locked her apartment and lead Penny down the stairs. “Once I calmed down and thought about it… maybe?” She muttered. She was digging herself into her thick coat. They walked in silence for a few minutes. Ciel’s feet dragged a little. It made Penny feel like her processors were burning out. There was so much to adjust too. From near completely solitude to Xanthic’s brash attitude, especially Xanthic’s attitude. An entire day of tension, conflicting code and-  


“Penny, do you have _any_ idea what you’re getting into?” Ciel wondered softly. Almost timid and scared, but Penny didn’t know her well enough to make that assessment. “With Glade, Xanthic, the Vytal Festival?”  


“… No.” The question and realization cause a falter in Penny’s stride.  


Ciel let out a short laugh. Penny stared at her and Ciel quickly tried to hide it with a cough. A tired smile peeked out from her hand, “Sorry. Low energy. A little delirious. And a little relieved.” She clarified. Ciel paused for a moment, then a moment longer before speaking. Human’s didn’t perform well when insufficiently charged. “You and the others seemed so confident. I felt like I was the only one fumbling in the dark.”  


“You were studying.”  


“Got the best marks in class.” Ciel said, some energy returning with pride. They turned another corner and the officer-in-training walked up to a lit up basement entrance. Penny faltered surprised to see some people hang around it. They were all Academy students, most in Police uniform but some from Atlas Academy. They nodded at Ciel with a sense of familiartiy between them.  


Penny jogged, catching up to Ciel as she walked down into the cellar. The width and length was as big as the building above it. It was rather empty with isolated groups scattered around. Half the floor was a lounge with a mini café.  


“May! Drink’s ready!” The barista yelled out to the small number of patreons.  


The other half was cleared with the exception of sparing dummies, weights, or targets against the walls. The students sat in the lounge, studying, chatting some individuals even sleeping. The sparing side was currently in use by officers in uniform and a few without. The only Huntresses were in the far corner. Penny could tell from their Aura, it was far more refined than those from the Police Force. One was even familiar but Penny couldn’t place it.  


“What is this place?”  


Ciel glanced back at her, tired feet still dragging to the barista’s counter. “A gym for Officers and trainees. We don’t have the resources Atlas Academy has but we make do. Most of the Atlas students here are Mantle-born.”  


“You can take the miners out of Mantle but you can’t take the Mantle out of the miners!” The barista was that rainbow semblance Faunus Penny saw a few days ago. She skated to the counter and perched her head atop it with a grin, “Hiya, Ciel! I didn’t expect you to be friends with the mysterious cutie too!”  


“Neon.” Ciel sighed, “Three things. One, that’s a horrible saying and you should stop using it. Two, her name is Penny, don’t be rude. Three, my usual thai latte.”  


“And you Penny?”  


“No thanks-” A heavy hand dropped onto her head and a hand suddenly _appeared_ to reach around her to grab the drink. Penny jumped, gasping out a noise and turning around. May Marigold smiled down at her and ruffled her hair a little. Towering over even May was Joanna Greenleaf and Elm Ederne. All three was in just their mid layer clothing just thick and dark enough to avoid being translucent from their sweat.  


“Chocolate mint. I’ll pay for her friend’s drink too,” May said. Her hand stopped ruffling Penny’s hair and dropped a few lien onto the counter.  


“Sweets for the sweetie! And a blackest latte for bore,” Neon sang sticking her tongue out at Ciel. The trainee didn’t acknowledge it. Instead she slumped in the bar stool and laid her head on the counter, her barrette used as a pillow.  


“So you must be Penny Polendina! Me and Herriet saw you at the Military Tech Show!” Special Operative Elm Ederne yelled. Perhaps Xanthic’s fustrations were not misplaced… Penny found herself needing to lean back a little to look up at her. Then suddenly she was looking down when the women picked her up. Penny gasped, holding down her dress and pressing Aro’s mysterious box to her chest. “A pleasure to meet you! We’re looking forward to what you can do!”  


“Pleasure… Please set me down.” Penny squeaked. Her system was confused, the chances of encountering people who could lift her was very small but everyone who tried did so with ease. Elm laughed, throwing her head back and echoing it off the quiet cellar. Ciel let out a tired groan, eyes still closed while several other students yelled for some silence.  


“Elm,” Huntress Joanna Greenleaf elbowed the fellow giant’s arm. They must have been sparing hard because it caused a small Aura flicker. “Inside voice.”  


“And don’t just pick up people! You and Aro…” May’s scolding drifted off. She angrily huffed, then threw her head back taking large gulps of her drink. “Fuck, now I’m pissed off again!”  


“Maybe you should stand outside and cool off?” Joanna offered.  


“Nonsense, I’m ready for another round!” Elm said, fist slamming into a palm so loud it echoed. Elm winced, her Aura finally flickering out. “Or not…”  


“I don’t understand…” Penny mumbled looking at May. Last she remembered they were happily getting along, the fighting wasn’t a real fight but playing. “Why would you-”  


“No, nope!” Joanna stepped in, physically crossing her arms. "We’re here work out our anger, not to build it up _even more,"_ She gave a hard glare at May who scoffed and rolled her eyes.  


“She deserves a good slap to that arrogant, pretty face!”  


Did they have an argument? Close friends _can_ have arguments? Penny wondered. She really wanted to call Aro but Xanthic’s no communications-on-Atlas-owned-servers was becoming more and more reasonable.  


“Then do it when _she_ gets back.” Joanna clasp a hand around May’s shoulder. The weight and power making her flinch and sloshing her drink a little. “Shooting range. Let’s go.”  


“Ugh,” May groaned and grumbled, swearing a storm under her breath and directing it at Aro’s absence. Elm followed, giving the Ciel and Penny a big wave.  


“Death latte and a chocolate mint to warm you two up,” Neon said back to the pair and setting the drinks on the counter. She was about to settle for a chat when two more people entered the ceiler. “Reese! Nadir!” She vaulted over, tackling her friends to the ground. Their laughter helped muffled the yelling Huntresses in the corner and the groaning students trying to sleep or study.  


Penny watched it all from her seat next to an exhausted Ciel. Her potential teammate groaned and finally sat up, unceremoniously dropping her barrette back onto her head. Penny giggled and fixed it.  


“Welcome to Mantle,” Ciel muttered into her drink. “Where everyone is loud and rude, and not even the scholarship students can afford to sleep.”  


“I would add compassionate and strong willed,” Penny added. Ciel stared at her for a moment and quietly agreed, trying to hide a smile behind her cup.  


Neither of them talked for a few minutes. Ciel was slowly waking up, nursing her hot latte with both hands. Penny took small sips of her own drink. The atmosphere and seeing people _alive_ was worth the trials General Ironwood put her through and more. Her recordings and simulations were flat and predictable. Penny at the center of every problem and the solution to every scenario but in Mantle she was just a _person_ , a stranger in _someone else’s_ life.  


“Ciel?”  


“Hm?”  


“You state you were still unsure about accepting General Ironwood’s request. Why is that?” Penny asked softly.  


The answer was nearly immediate, either she was thinking about this for a while or the caffeine was recharging her. “Who’s going to help take care of my family?” Ciel asked. “General Ironwood says the Military will pay for all expenses but my family is losing a source of income, even if it is small.”  


Penny frowned and looked at Ciel. The answer was much more practical than expected. She didn’t have to worry about the daily human needs. Her father was well respected scientist living in a military facility, he didn’t need to spend to survive. Penny did not need to eat. She had other forms of maintenance but that was weekly, monthly if need be. Her robust power unit and Aura mean that Penny needed little rest and Dust could be used in emergencies. Her material consumption was part of the military’s budget.  


“I thought it would be fear and danger,” Penny admitted. It was the only things her father and General Ironwood emphasized.  


“Police Officers may not be fighting Grimm but people can get pretty horrible too. Worse… even,” Ciel added softly. There was another comfortable pause. Ciel enjoying her drink. Penny watched the life around her. “You don’t seem like the Huntress type. So why become one?”  


Penny looked back at Neon playing around with her friends and then at May. Somehow shooting at the practice range dissolved into yelling and wrestling. Penny suppressed the urge to intervene. It wasn’t as playful as she witnessed during her drinks with Winter but it was still between good friends. And Elm was cheering them on with a laugh so it was nothing serious. It was pleasantly lively.  


So different from the quiet of the facility and the calm work with her father, or the stoic order of General Ironwood.  


“I _want_ to protect this.”  


"But why a _Huntress?"_ Ciel pressed. “Glade and your father helps with their inventions.”  


“Because they can’t fight like I can.”  


Ciel only raised a brow. “Again. Don’t look the part.” Penny pouted, lips pressed and a hard look that only made Ciel smile. The officer-in-training nodded to the practice shooting range then to the traiining dummies at the far end of the gym. Penny’s programming told her Ciel was asking her to pick a trial.  


Penny took a deep breath. She passed her Combat Test. She _is_ combat ready. “Shooting range.”  


“Alright,” Ciel said a little relieved. In her state Ciel probably wouldn’t do well in a spar and Penny didn’t want to deal with trying to restrain her robotic strength. “Nadir!” Ciel called over, “Gun. 10 minutes.”  


“Magic words?”  


“Now.” It took a few seconds of staring but Nadir eventually relented with a small whine. Ciel lead Penny to the back, tapping away at her Scroll. The gym had its own app for the range and as a regular she was had one set up before they got there. The hard-light targets were both human and Grimm shape, some popping up others striding left to right. There was even small Nevermores flying about. From the edges of her peripheral, Penny saw Elm focus on them but the other two Huntresses were still yelling at each other.  


“Just talk to her!”  


“It’s not that easy!”  


Penny looked back at Ciel who held up her Scroll as she gave an overview of the information, “3 minutes, best out of three. Smaller targets, more points. Humans are negative. Shoot any target to start.” Ciel said. She handed her Scroll off to Penny and stepped up to the firing line.  


Ciel checked Nadir’s submachine, the magazine and felt the weight. She held it to her shoulder and fired. Penny watched a little fascinated. Most of her pre-installed knowledge was about Huntsmen and Huntresses. She only had the basics about the Police Force. They were trained to deal with humans. They focused on nonviolent take downs and weapon accuracy because they worked in residential areas. Many of their guns weren’t lethal but they were still dangerous if their aim was off.  


But accuracy didn’t add to the points. Still Ciel aimed for lethal areas, the chest and head. She only aimed at targets that she _knew_ would land and did it fast. She manage one last shot milliseconds before Ciel’s phone buzzed, the timer hitting zero.  


“5th place! Not bad!” Neon yelled from behind the counter.  


Ciel stepped away from the firing line and held out Nadir’s gun. Penny gave a wide smile. Her backpack opened, Floating Array sweeping with a motion of her hand. The blades folded back, several barrels pointed down the range. Elm let out a low and impressive whistle.  


“Yooo!!!” Reese screamed from the lounge. “Good thing you’re an officer cuz you got CONNED!” There was a soft chuckling and sounds of agreement from all over the gym. Ciel blinked, taking everything in strides. She took a slow sip of her thai latte.  


“That’s cheating,” The office-in-training said. There was no frustration, just tired resignation and amusement. Maybe relief? Penny tried to stop her smile but it only grew when she noticed May sprawled under Joanna. Both Huntress was in an awkward position, mid grapple and their mouths open in amazement. With a small motion of her other hand, most of Floating Array folded and retreated into her pack, only two were left floating above her.  


“And we’re never mentioning this to Xanthic.” Ciel added.  


“I’m sure Xanthic will discover this eventually,” Penny said innocently. With a flex of her hand Floating Array started firing. After the Combat Trial it was easy, so she pushed herself to focus on the smaller Nevermores. The pattern was predictable, but restraint was a challenge. All shots landed with dead accuracy but there was some damage to the walls. Luckily everyone was too amazed to notice or to even speak. The buzzing was loud to Penny’s augmented hearing.  


“Holy shit,” May muttered softly.  


"Finally! That name has been on top for _years!"_ Neon yelled. Reese and Nadir was also cheering from the lounge. This time the students or trying to sleep didn’t complain and just stared quietly. One even took a picture.  


“On the board for three minutes and 23 seconds. New record for me.” Ciel drawled handing Penny her Scroll. Penny grinned and entered ‘P. Polendina’. It blinked on the top row above the alias Silver Wat.  


_Conflicts detected. Source: Stress. Solutions: Fun._


	6. Conflict

**Summary for the Chapter:**

> Somethings never change. Even if it's new to Penny.

**Notes for the Chapter:**

> edited 12/7/2020
> 
>  __  
> 
> 
> BIG THANK YOU FOR ALL THE COMMENTS AND KUDOS!! seriously this is more satisfying than my art nowdays lol. Also i was really close to giving up because this chapter is apparently this is like 6,500 words. i knew what i want the ending to be like but struggled with the beginning and rewrote this MANY times. At once point Fiona was a pro smuggler and was Penny's gay awakening. i thought it was really cute so i saved it on my tumblr lol. ill fix inconsistencies waaay later.

_Error: Enemy Unknown_  


Neon’s frustrated voice rang around the Gym. “Reese! She closed shop to help you and Nadir study!”  


“Yeah but Aro can be really scary!” Reese argued. “We still have like two weeks till Haven officially starts…”  


Penny slowly tunned their voices out. Ciel and Penny arrived 30 minutes ago. May was there again and she challenged Ciel to a sparring match. Ciel declined, her shift was about to start but Neon begged her for the hours. Neon’s reasoning that training with a Huntress was more valuable than lien convinced Ciel.  


Penny joined their warm-ups to burn some excess energy her upset Aura was generating. It helped a little but it would take a real fight to exhaust her. Then she spent five minutes of watching the Huntress play around with the officer-in-training and an unknown amount of time slumped against the table drawing aimless shapes on the wood as little Billy tried to ram into her finger.  


Penny discovered many new things about herself since General Ironwood had announced his plan for her. According to Ciel she was too careless, which is true but for different reasons. Penny enjoyed Solitas cold weather and how it cooled down her internal systems. She’d often leave the facility without a jacket or coat, forgetting the need to blend in.  


Another discovery Penny had made was that she needed a routine. Previously her days was scheduled to optimize both her father and Ironwood’s time. But now that she was free to explore Atlas- and Mantle as long as Ironwood doesn’t know, she had to make her own schedule. This past week she’d work on Billy, the now fully repaired miniature robotic goat with limited functionality! At night she’d visit Ciel and they’d relax at the Officer’s Gym.  


But tonight was a little different. Xanthic had finished her assignment from Ironwood… Then Winter escorted her back to her quarters. Four hours ahead of routine. She didn’t argue or fight, just stared at Winter and Penny…  


“Oh!” Penny gasped. Billy had determined her nose as new challenger and rammed into her. She giggled and picked him up, “Alright, Billy. It’s bed time.” She said. Pushing aside the cover on his back she pressed the sleep button. Billy’s charge slowed to a trot and eventually a complete stop. His head shook, metal ears stiff in the air when they should be flopping around. Tinny rubber hooves dug into Penny’s hand so lightly her sensors didn’t recognize it.  


Winter didn’t need to isolate Xanthic. They could have worked on this little robot together. She wanted to have it updated to perform simple tricks and vocal commands. Penny was curious to see her Father and Aro’s reaction.  


“That’s so cute I think I have cavities,” May muttered. She grunted as Ciel finally got a punch in. “You little!” May practically growled. She feinted a jab then dove in a low tackle. Ciel’s back slammed into the mat as her legs were pulled out from under her. Once taken to the mat, Ciel was quickly put in a lock and forced to tap out.  


Ciel lay there, exhausted and breathing hard while May barely broke a sweat and effortlessly jumped to her feet. “Huntresses are insane…”  


“We _are_ superheroes!” May said with a large smile. It faltered slightly when Penny couldn’t match that energy. “Something biting at you Penn?” Penny tilted her head and looked around. Her false skin wasn’t sensitive so if something was biting her she didn’t feel or see it. May laughed and shook her head. “What’s on your mind? You’ve been acting sad all evening…” Her voice drifted off, posture completely slacking. She thickly swallowed and that definitely triggered Penny’s interest.  


Before Penny could turn around a pale green hair flew past her. Aro stood a few feet from May. She was grinning, ears to excited to stay hidden and fluttering up and down. She had an excited bounce and tiny flaps of her arms-  


“Aro!” Penny’s mind nearly shorted. There might have been several warnings about velocity and weight but all that was registering was her friend was finally back. Her processors fired several simulations about how easier the week would have been if Aro was there to smooth conflicts or to infect her with her cheery attitude.  


“Hi Penn!” Aro yelled back, grunting as the women tackled her. They didn’t fall to the ground but floated long enough for Aro to get her footing again. Penny was hugged tight. That comforting feeling of pressure back in greater force. Penny giggled burying her face into her future teammate’s shoulder. She wanted to go back to the drinks with Winter and May or even the trails General started her with. She was built for the stress of combat not… whatever she was feeling righ tow. Aro set Penny down and looked at May again. Her grin was bigger, undeterred by May’s indifferent, almost glaring expression. “Hi.”  


“Salutations,” May drawled, voice dead and voice of any emotion. She crossed her arms and waited for Aro’s energy to calm a little. It had the opposite effect and she only squeezed Penny tighter. Penny giggled as Faunus ears _tickled_ her fake ones. Apparently they were sensitive and sent a Morse code of sensation confusing her processors. May sighed at the cute display, “I’m still mad at you.”  


“I deserve it,” Aro said only a hint of seldom and guilt in her voice. “I know it’s not showing now- I really missed you.”  


A blush flashed across May’s face for a second. The Huntress groaned slapping her head. Then held her arms open and Aro jumped into them. Arms wrapped around her neck and face buried into the crook of her shoulder and neck.  


“I hate you sometimes.”  


“Sometimes I deserve it,” Aro said.  


Penny giggled from the side. If this was how they resolved their conflicts how did they end up fighting in the first place?  


“Ugh. Get a room,” Ciel groaned from the floor. Aro snorted. She separated from from May and threw her head back laughing. It shamelessly echoed around the basement.  


It was then she understood why May paused, so surprised. Aro wasn’t dressed in her boiler-suit, wasn’t covered in grease. Sweat, or Dust. Penny knew Aro own a successful weapon and Dust shop. But it was difficult to _actually_ see her as a businesswomen.  


Her high class suit rivaled Winter’s casual outfits. Penny’s eyes were particularly drawn to the pin on her tie and collar. Aro’s dull eyes were framed by glasses… May caught her staring and smirked. Penny flustered, a surge of Aura generating too much heat. While she couldn’t blush Penny felt it the hot air rise to her face and she huffed out cloud of steam.  


Aro stomped on the floor, a bright glow of purple slowly levitating Ciel up. The student was floundering. Her legs kicked out wildly for footing only to be upside down. Penny wasn’t fond of the sensation either, so she quickly helped Ciel upright. Aro gently turned off the Dust. Ciel looked more disheveled by the gravity Dust than the sparing.  


“Never. Again.” The officer-in-training said, as if the order would stick with the anarchist.  


“No promises,” Aro sang. She looked at May with a guilty and _open_ expression. “I was waiting for Xanthic’s okay to come back.” May’s quick temper flared again. A fierce scowl and a trembling fist instantly set Penny on alert. She took a deep breath. She’s spent more time with Ciel and May these past few days and trusted that peaceful experience rather than her sensitive protocols. It was a little slow, but May slowly relaxed and nodded at Aro to continue. “A mutual contact told me Xanthic disappeared.”  


Penny frowned. That was… true? She pushed her processors trying to analysis the situation from a different perspective. It was difficult, trying to think of false information and incorrect functions. Chances were high only the Ace-Ops and Winter knew about Xanthic’s whereabouts. The hacker was taken by surprised, so she couldn’t call for help. Did she even have anyone that would help her?  


May frowned and crossed her arms. Penny didn’t know if she was pleased or alerted, that indifferent mask was on her face again. She liked the smile better.  


“Since when were you and Xanthic talking?”  


Aro made sure to hold eye contact with May. Her dull eyes were sincere… and not glowing! Her semblance was off! Aro’s entire energy seemed a little muted but much more earnest, “Almost two weeks. Since she found out Ironwood is trying to puppet us.” May closed her eyes, fighting off another outburst. She took a deep breath. Penny added a reminder to ask Aro about her _history_ with Xanthic. Judging from May’s expression it wasn’t good.  


“I want to punch you in the face.”  


Aro didn’t even flinch at that but Penny did. Was… this common? Is this how friends behaved? “I deserve it, but we need to find Xanthic first.” May visibly blanch and deflate.  


“I know her current location,” Penny said. Her voice sounded too seldom but. She was oddly worried about a women that was far too aggressive. Somewhere deep in her programming told Penny it didn’t matter. “She’s under house arrest at the my father’s Facility. Are we helping her escape?” She asked quietly.  


“Depends,” May said quickly and harshly, “Does she _really_ need saving?”  


“I think so,” Penny said. She hadn’t notice it at first because Xanthic was working but General Ironwood had placed her in near complete isolation. Alone, no socialization, no freedom… “Kidnapping. Isolation. Forced Labor. Forgery.” She listed, flinching at each word. She was sure General Ironwood had a good reason, but was also understanding Xanthic’s precautions. May and Aro didn’t seem surprised at the list but Ciel was deeply skeptical and glared harder at every word.  


“Kidnapping. Don’t you mean arrested?” Ciel asked. “She was guilty of hacking Atlas’ system!”  


“Then she would be in prison, not a military research facility.” Penny reasoned. They had to return Xanthic’s home to bring necessities Atlas provided in prisons. She still didn’t know if she enjoyed Xanthic’s company but it often lead to Winter assisting her. Seeing her almost made the fights between them worth it. “Ms. Xanthic is crass, aggressive, and enjoys challenging authority.” Ciel stared hard while May and Aro nodded. They both looked like they wanted to add more but refrained from doing so. “She was oddly compliant and docile with Winter today.”  


Aro popped her lip, brows raised high. “Isolation… with Win?” She asked slowly. She looked at May with a pleading stare, “You know Xan doesn’t handle both of those things well.”  


“If she doesn’t want to be lonely she should try being nice!” May said. Aro snapped her jaw shut. Her semblance must be active again because the usual bright blue glow returned, pupils flaring white. “I like you better with _Focus_ off.”  


“And I’d like your support.” Aro snipped back. “You don’t need to help but I’m not letting Ironwood get away with this.”  


“Breaks people!” Ciel yelled. _"We_ are not infiltrating a military facility."  


Aro smirked arms crossed in a way that strained her suit across her large arms and shoulders. “Infiltrate? You do realize you’re talking to a businesswomen.” She gestured to her suit. This time Penny caught May admiring it, a bit reluctantly. The Huntress huffed, trying to act frustrated rather than flustered. Penny giggled at the bravado.  


They took the elevator up to the roof where Aro had parked her airship. Two more Huntresses sat atop of it and one jumped down when they saw the group.  


“Salutation!” Penny didn’t instantly recognize the voice so she wasn’t Atlesian Military. The distinctive Faunus ears and excellent record identified her as Fiona Thyme. She grinned running up to Penny and shoving May aside even though she had her arms open for a hug. Her partner Robyn Hill, laughed so hard she almost fell off the airship on her descent. Fiona grabbed Penny’s hand and shook it, “I’m Fiona, it’s a pleasure to finally met you!” She said. “Aro and May are constantly talking about you.”  


Penny gave Aro a curious glance and she simply raised a brow. Her eyes flickered before she talked in a voice that was too smooth and perfect, “She’s lying.” The liar said. Penny and Fiona glanced at each other a knowing look and shared a giggle.  


“It is a pleasure to meet you too!” Penny grinned, “I have to admit it’s nice not having to look up so much…” Ciel and Fiona was around her height. Aro was surprisingly short when she stood next to May and Winter. It was her horns brought them closer to height.  


“Right?! These assholes should treat us to a good chiropractor.” Fiona covered her mouth as if she was whispering, but Penny was sure she purposely increased her volume.  


“You brat!” May grumbled picking Fiona up and throwing tiny Huntress over her shoulder. Fiona only laughed and playfully tried to break free. Ciel looked hesitant but followed Penny into their future teammates’ transport. The inside looked like a luxury cruiser, two sofas pointed at an entertainment system with a hard-light table disappearing from the center. The rather happy group of huntresses already took a sofa catching up on this week’s events.  


“Someone actually tried to mug us in Vacuo,” Robyn said. “Aro accidentally drew blood and then fainted on the spot!”  


May rolled her eyes, “Dressed like that and in this airship? I’m surprised you didn’t get shot down.”  


“With what artillery?” Fiona asked.  


Ciel made her way to the front. She didn’t take a seat on the sofa but hovered at the cockpit door. Penny decided occupy the co-pilot seat next to her future-teammate.  


“You two are idiots.” Ciel said with a sigh. “You’re actually going to talk him into releasing a dangerous criminal?”  


“You sure you trust an idiot to fly an airship?” Aro said with a large grin up at her. Ciel frowned. She didn’t look nervous and didn’t look at the door. After a few seconds Aro finally lifted her personalized transport off the building.  


“Aro has one of the best records for nonmilitary pilots!” Penny informed. That seemed to eased Ciel but she didn’t sit down.  


The ride was short and easy, so Aro entertained herself by giving Ciel a brief overview of the console. It didn’t match any specs that Penny knew so she suspected she personally built it. As they finally reached the floating city Atlas Command tried directed Aro to dock at the Academy. The ships audio-to-text was instantanious and the hard-light words hovered above the dash. Aro weighed her options. But with one looked at Penny, she confidentely veered off course.  


“Actually I think Dr. Pietro is holding something important for me.” Aro said. May loudly gagged, then grunting in pain as two loud smacks stopped her.  


“M-Ms. Glade!” The military personal stuttered.  


“Very confidential,” Aro said drawling out the words with a grin. “I _was_ his protégée, I still help every now and again. You know how it goes.”  


“General Ironwood-” Aro turned off the speech-to-text. Penny remembered where the volume was and turned that down for everyone else.  


Before Ciel could scold her, they finally sored above the smog and factory smoke. For a second, Ciel looked amazed. Then it was replaced by scowl. Penny spent enough time with her to recognize that analytical look. Her eyes darting from bright tower to hard-light banners and even the robots that waited patiently for their owners. Penny flinched.  


“Wow.” Ciel scoffed. “So much for hard-light Dust being rare. _One percent_ of the excess funds here could help the hospitals and miners- Ugh.”  


“Welcome to the Atlas sucks club!” May cheered from the back. Penny frowned. Was it really that bad? “Hard to see the bullshit they are pulling from below.”  


Aro landed the ship on the roof and Penny’s Scroll granted the group access. Ciel tried to talk her way into staying on the ship but Aro and Penny convinced her not to. She would be alone, technically trespassing on Military property.  


“It’s best if you stay with me,” Aro said. Her tone was a little different. Leveled and practiced in a way that reminded Penny of Winter. Then her sensors picked up on something, or rather the lack of noise. Penny glanced at the back to see the Huntresses looking uneasy. Aro only smiled and laughed, “I’m a pretty good distraction.”  


“Hm. For the record I was kidnapped,” Ciel muttered.  


“Records Xanthic is able and willing to alter,” Penny reminded.  


When the elevator opened to the main floor, General Ironwood and a small entourage was awaiting for them. Specialist Winter stood, poised like a soldier but lacking any real conviction. She nearly broke rank when she saw Penny. Her eyes locked on to hers far too long and Penny could only smile back. She hoped it was comforting because it felt sad. Almost guilty. Vine Zeki and Marrow Armin stood behind her. Vine was the only real image of an Atlesian soldier, Marrow looked conflicted, tail almost between his legs.  


These operatives were ideal for crowd control.  


If a fight broke out, the battle would hinge on Marrow’s _Stay_ and Ciel’s _Clockwork,_ perhaps even Aro’s Dust abilities. He was a newest Ace-Ops member so statistics was still off, in theory he could _Stay_ a group. But one of this size as well as three Huntresses would be a challenge. Penny would be able to fight off Winter’s summons- Penny shook her head. She should _not_ be strategizing against the military.  


“Welcome back, Ms. Glade.” General Ironwood greeted. His tone was as cold and welcoming as the steel they stood on.  


Aro on the other hand kept her playful persona, “You didn’t even bring my favorites,” Aro said with a small pout. Once again her voice was too perfect, too smooth and at ease. Her eyes seemed to shine brighter, “Where’s Hare and Oak?”  


“Standby with Clover,” Ironwood said. He stood aside and waved his arms. A silent permission for the group to enter and an order to follow. Robyn and her team scowled but followed Aro’s lead. Flanking her, as if they were guards.  


Winter broke rank, strides placing her next to Penny. She didn’t speak, instead giving Penny a concerned look then a questioning glance at Ciel, who didn’t look very pleased. The possibility of a fight breaking out was… low. Ideally. The human variable was very unpreditable, and Aro seemed to be the largest unknown factor. Perhaps kidnapped wasn’t too extreme.  


“Congrats Marrow!” Aro said, “I had a bet with Joanna and May about when you’d get accepted into the Ace-Ops. I won.”  


“Thanks! I-” Marrow was cut off by a pointed look from Vine. “I’m not allowed to be polite apparently.” He said with a pout. His tail curled down and arms folded across his chest.  


"I don’t quite understand it either. I feel like the silence is _meant to rile us up."_ Aro said. Despite her smooth and easy going voice the soldiers seemed to flinch. General Ironwood increased his pace and no one stopped any further conversation.  


Marrow excitedly told her about a search and destroy mission of a Geist that plagued a few SDC transports. It was particularly fond of taking over machinery. Aro talked about the crime rates in Vale, how Dust theft is increasing the demands for Dust. During her week long trip she made several contracts for the Abyssal Dust Company that would give her a small lead over the SDC.  


“Sounds like Vale needs help,” Marrow frowned.  


“They do,” Robyn agreed, “I still have a few connections from my cop days. We helped a few investigations and the scale of this thing could mean a huge gang war.”  


“But Vale isn’t known for those types of conflicts,” May muttered.  


“I still think they’re shipping it to Vacuo.” Fiona added.  


“Their history of violence and such little resources would mean they’d need outside help.” Vine agreed.  


Aro was right. The small talk did easy tensions a little. They were all Huntresses and Huntsmen after all, their duty was to protect the people, and they easily talked about Vale’s situation for the duration of the walk. But Ironwood only grew tense. His posture grew stiff, walking more like a march.  


Then Penny notice Winter fell back, nudging May’s arm and giving a questioning look. May’s hands and fingers moved, face quickly changing from expression to expression. Penny realized she was signing when Winter did a gesture and May repeated the motions a little slower. Whatever information they traded set Winter on edge. She widen her strides and walked even closer to Penny.  


She tried to trust Aro. Her future teammate was confident and unwavering but as she watched everyone’s behavior Penny was starting to realize something. She was helpless and useless. She couldn’t contribute anything to Xanthic’s freedom. She was created to help and protect, but this situation wasn’t a physical fight.  


It was beyond her control…  


They finally arrived at Ironwood’s office. Xanthic was seated there, surrounded by the other Ace-Ops members. The gravity Dust bindings were on, holding her wrist together. Physically, she was well. Mentally, Ashley Xanthic nearly catatonic. The way her eyes… Penny’s Aura clenched around her systems. There was nearly no power running through Xanthic’s circuits. It was dull almost-  


“You look dead,” Ciel blurted out, surprise and a near overwhelming tone in her voice.  


Immediately those cybernetic eyes flickered on. It was long enough for Xanthic to take in the rebellious group but it dimmed far too quickly for Penny’s comfort. She didn’t stand when Harriet tried prompting her too. “I’m here to haunt you. Boo.” Xanthic said. Again it didn’t hold any bite and Penny’s processors barely register it as Xan’s voice. She wasn’t happy that so many people came to support he. Just tired.  


Ciel sneered, “A failure even in death, I see.” That finally got a reaction even if it was a lazy middle finger. The bit of normality helped Penny calm down.  


“Clover,” Ironwood commanded.  


“We’ll be close,” Clover said with a nod. He lead Harriet and Elm out of the room. Elm gave May a concerned look. Harriet and Fiona lightly glared at each other until Robyn stepped between them. She completely ignored the Spec-Ops and kept her eyes on Ironwood. Vine and Marrow stepped forward, protecting their General’s flanks. Penny was grateful Winter stood by her side. Even it was to protect her from Aro or Robyn’s team.  


The General’s eyes landed on Ciel though he didn’t speak until the doors hissed shut. The officer-in-training tried not to fidget, but from her position Penny could see her tightly squeeze her hands hidden behind her back.  


“I’m surprised Ms. Soleil is with you.”  


“I found them bonding at the old Gym! Ciel’s credentials are some of the best in the Police Academy. Almost as good as Robyn’s,” Aro said with a smile that wasn’t perfect. It was a little smug and that made it completely vicious. Penny looked around the room, reading people’s reactions. Everyone stared hard at her, tense.  


Penny flinched a little. Aro wasn’t a threat, she was a friend trying to help their future teammate. She wanted to say it but the tension in the room caused her processors to stutter and falter.  


"I bet with training Ciel’s _Clockwork_ would be more versatile that _Stay."_ Marrow seemed to frown at that. “I also noticed Penny completely destroyed the highest score.” That another response from Xanthic. Her cybernetic eyes glowed softly. Aro signed at her and finally roused the hacker onto her feet. It seemed like she was trying to wake up.  


“… She did now?” General Ironwood asked with a raised brow. His eyes finally lifted off Ciel and to Penny. She tried not to flinch under it. She really did but couldn’t find the courage.He was _General_ Ironwood, he helped her father create her and- Aro’s arm wrapped around her shoulders, body angle between them like a shield.  


“Without breaking a sweat, according to May. Which is… surprising,” Aro tapped her chin. She spared a glance at Penny then down to her hand. She had grasped Aro’s shirt out of reflex. Penny let go and took a step closer to Winter. She was relieved to feel a faint pressure push into her.  


Aro pulled out her Scroll- a new model. It was gold and green, compact with only one handle. It didn’t open, with a press of the button it projected schematics… of _Floating Array._ Penny’s eyes widen. That was hidden off the network, the data was only _in this_ facility.  


An instances was immediately brought forward in Penny’s head. _Caught red handed by General Ironwood himself._  


Xanthic didn’t just hack Atlas’ Network but she physically snuck in here! That finally seemed to bring the hacker back to her senses. The smirked was a little soft, her features hard lacking the sharp edge but it was slowly coming back. _Your system locked me out before I could get any_ real _information,_ Xanthic once said.  


Floating Array and Penny herself wasn’t on the record, according to Atlas documentation, they didn’t exist.  


The mechanic took a deep breath. Slowly that façade faded with the bright blue of Aro’s eyes. A nearly chilling deep sea green eyes challenged Ironwood.  


“I don’t remember giving the military access to my design or permission to turn it into a lethal weapon.” Aurora Glade, _lied_ with her semblance off.  


Penny felt a heavy weight in her chest. In order to keep the lie Ironwood carefully constructed around her, he couldn’t risk denying that claim. Aro effectively stolen Atlesian Military Weapon in front his most loyal subordinates.  


When she spoke this time her voice was completely flat, mimic’s Ironwood’s tone when he gave out orders. “I’ve had some companies ask me if it was a personal weapon or commercial one…” She was threatening to publish the schematics.  


“What do you want Glade.” The only crack in his composure was his tone of voice. It was so tense it was nearly dead.  


Aro’s semblance immediately turned on, “Xanthic’s punishment adjusted to accommodate for her autophobia. Of course this wouldn’t affect our previous arrangement.” Except it does. If Ironwood doesn’t give Penny _complete_ freedom to choose her final teammate, the schematics would be released to the public. While the only people capable of using it were in the room, it could easily be reverse enginered by other Kingdoms. And as Ciel one said, humans could be horrible to each other.  


“Of course.” Ironwood said. He pulled out his Scroll transferring permissions to Winter. Immediately the cuffs turned off. “I’ll entrust Schnee to work out the accommodations with you.”  


Aro grin was more of a show of teeth, combined with her golden horns and glowing eyes… For once Penny was skeptical of her first friend. Marrow tried to hide a small smile, his tail wagging so slightly as they left. No one talked as Winter escorted the rebellious group back to the roof. Penny didn’t quite understand the atmosphere. She thought she’d be more conflicted about this but she found herself scared _for_ the others.  


Wasn’t this a victory? Somehow _her civilian teammates_ twisted Ironwood’s lies and manipulations against him. It felt… Penny fidgeted and she took a deep breath of the cold Solitas air to cool her down. Her processors finally placed the emotion, finally realized how bad the consequences could be. She was scared for her team. Her two _civilian_ teammates just blackmailed the _General_ into a corner in front of his subordinates. Not to mention Aro claimed to have created _Floating Array._  


The repercussions would be _dire._  


Whatever was hanging over them didn’t break until Xanthic stepped out onto the roof. She glared at everyone, “Whoo. Go team APCX…” It was said in such a bored and thick drawl it seemed to have shorted _Focus._ Aro’s eyes suddenly dulled and she snorted and laughed while Ciel manage to hide it a little with a cough. Satisfied with seeing some life back into everyone, Xanthic ran out arms stretched above her head, “Sun! Praise the sun! I want some Menagerie and Minstrel BBQ! A drink! Fucking pretzel dip!” Whatever tension that remained eased off as Xanthic vented out into the air.  


Slowly they filtered out of the cramp elevator. Penny let everyone walk past her, watching the crowd and life the empty halls of the facility never had. Robyn and Fiona was chatting and giggling, mocking the Ace-Ops reactions. Winter and May seemed a little conflicted but their shoulders weren’t as pinched. The Specialist was rubbing her temples. All the noise of life could be overwhelming at times but… it was wondrous.  


“That would be more effective if you relaxed your jaw,” Penny whispered to her. May sneered and coughed trying to hid it. Winter half glared at Penny but she saw those lips part ever so slightly.  


“Was _fucking pretzel dip_ sex or food?” Aro whispered to them. May growled shoving Aro forward and Winter only groaned. Thanks to the Schnee’s famously pale complexion, Penny did see a small blush across her cheeks.  


They finally caught up to the others who was just watching Xanthic prowl around yelling.  


“We should calm her down,” Robyn whispered to Ciel.  


“I was kidnapped and treated as a bargaining chip. I’m not participating in anything.” Ciel objected. Despite the harsh words her attitude was a little light and entertained, like she was enjoying Xanthic’s frustration.  


“You have no idea how crazy I was going locked up doing the _same thing_ every-day!” Xanthic screamed into the air. Aro hummed, playing along as she opened the transport with her Scroll. “Fucking Ironwood. Argh! I want to rip that Bluetooth off his fucking face and watch his body go limp!” She stormed the transport. Team APCX followed their raging teammate. Penny frowned, finding her co-pilot seat stolen by the hacker. At least she stopped yelling and was glaring past the window. When those sharp cybernetic eyes flicked to Penny she yelped and jumped a little. “I want to beat Penny’s score.”  


“Of course you do!” Fiona yelled from the back. The Huntresses had settled onto the sofa. Penny was a little surprised to see Winter seated in the middle, Fiona and May at either sides of her. Of course Robyn at Fiona’s side. “What does everyone feel like eating? I’m calling Joanna to pick us up some food and meeting us at the Gym.” Someone said sushi and the other wanted pizza. The Huntresses argued amongst themselves with Winter softly critisisng their choices.  


Ciel made a displeased noise, “Please don’t tell me this is going to be a regular thing,” She said. The officer-in-training leaned against Xanthic’s seat, probably because Penny was beside Aro. “Blackmailing the General and everything.”  


“Things usually go a lot smoother…I’m having a hard time figuring out where my plan failed,” Aro admitted with some embarrassment.  


“Oh. So this is fucking routine. Lovely,” Ciel scowled. Then Penny remembered the little box. She slipped off her backpack and pushed aside several folded blades to get to it.  


“Could it be because I didn’t delivery this?” She asked holding the mysterious box out. If she was the reason this happened…  


Xanthic took it and wrote out her signature with her finger. Invisible seems split open to reveal a new Scroll similar to Aro’s new one and thick gloves with cybernetic attachments. Penny counted at least four hard-light projectors on the palm side.  


“There was too much security to use the Scroll and I would have just assaulted the Ace-Ops if I had my gloves,” Xanthic explained, “So it’s probably a good thing you didn’t.”  


“And even if I was here I doubt I’d be able to do much. I prefer subtle manipulations,” Aro said.  


“Pretty sure they hate it.” Xanthic’s head nodded to the back. For a moment Penny caught Winter and May’s eyes. Penny finally realized why they were able to communicate without words. It was shared history and understanding. All three of them hated this side of Aro. The pair turned back to Fiona and Robyn. Xanthic noticed but continued talking with Aro in low volumes. “But no… I don’t think we can afford to be so reckless.”  


“We showed our biggest trump card,” Aro said with a frustrated sigh. Her hands flexed around the joystick. Her voice dropped to a whisper, “My trip to Vale was to transfer ownership of ADC so Ironwood or Jacques doesn’t target that next. I’d still have connections and favors but resources will be short for a bit.”  


“Wait… what are you two talking about?” Ciel asked with a worried edge to her voice.  


Aro tilted her head, dull… no, normal sea-green eyes looking at her, “Court games, Squire.” She grinned weakly. Ciel groaned and rolled her eyes but accepted the answer. Penny had a vague understanding of the phrase. The subtle manipulations of people and appearances to influence the masses. “Things should be calm for awhile. And as much as I hate Ironwood, I’m a little excited to do this Vytal Festival thing.” Aro said, her voice picking up and sounding a little lighter, more like Penny’s first impression of the women.  


How much of her was a lie through _Focus?_  


The rest of the ride was filed with oddly peaceful chatter. Xanthic’s bite was more like nibble now and Ciel was always ready with a quip back. Or perhaps Penny was just growing acustome to those harsh tones. The closer they got to the Gym the more energy built up, thanks to little Thyme. In the elevator down to the basement the sheep and goat Faunus was posturing at each other.  


“Oh come on! Xanthic is a _legendary_ shot,” Fiona argued. Xanthic smirked, pride swelling obviously.  


Aro scoffed and rolled her eyes, “And _Floating Array_ and is 100% accurate! Besides Penny’s eyes are the _newest_ model.”  


“Bitch,” Xanthic scowled, "My shots are _all skill."_  


“Five thousand lien that Penny will smoke your ass,” Aro crossed her arms. Ciel sputtered, eyes wide and head whipping back the businesswomen.  


“Just 5? And upgrades.” Xanthic pointed to her eyes.  


“Seven and a gadget IOU,” Aro agreed.  


“We’re gonna be rich!” Fiona cheered running out of the elevator as soon as it opened. She was at the far end of the basement already setting up the shooting range. Joanna had two boxes and two booths shoved together in the back looking a little confused. As soon as she saw Xanthic, a grin broke out on her face.  


“Wow! Just like our academy days!”  


“Don’t remind me,” May and Winter groaned.  


Penny wanted to watch them interact a little more but her teammates Ciel and Aro dragged her off. Specifically Aro with her odd fluctuating gravity presence. Ciel took a deep breath and put her hands on Penny’s shoulders. “Don’t lose. This is two months of pay.”  


“Uh…” Penny smiled a little nervously. Two months sounded like a lot of time and effort but she did not fully comprehend the value of lien. Or human effort. But she was combat ready! Her systems was _made_ for fighting, “It is nearly impossible for me to lose!”  


“I don’t know…” Aro muttered rubbing her chin. _Focus_ was still off so the chances of the mechanic lying was nearly a 0.2 percent. “Xanthic is a really good shot. I’m sure it’s because of the upgrades because her a semblance was tied to her original eyes.”  


Penny only smiled, trying to reassure her teammates. _"Floating Array_ can split into fourteen individual components."  


“Xanthic only has two hands,” Ciel reasoned with a shrug. Aro was starting to look a little worried.  


“Will our shooters please take their places!” Robyn yelled.  


Aro ruffled Penny’s hair, a familiar gesture that tickled Penny’s ears and had her giggling a little. The seating arrangements were divided amongst Team Xanthic and Team Penny. Winter, May, Aro and Ciel sat on Penny’s side. She smiled brightly at them and May gave a loud cheer. Joanna and Fiona stood at Xanthic’s side, loudy hollering and ignoring the other patrons. Robyn dropped her lien onto the table, next to the boxes and boxes of food and walked to the middle to referee.  


“Alright ladies the rules are simple. Highest points at the end of ten minutes is victorious!” She yelled with a flare that was nearly making Penny Aura overload her power unit. Penny bounced with excitement to burn it off a little. “The current pot is half a 32 thousand lien,” Robyn said. Penny frowned and looked at Winter and May. May was grinning and cheering while Winter just shrugged her shoulders. They came from rich families but throwing so much into a game seemed excessive. “The winning team can decide how its split.”  


“What?!” Neon and Reese yelled from the back. They quickly dashed over on their skates and threw more lien on the table. “You got this cutie!” Neon cheered jumping.  


Robyn covered her mouth trying to hid a grin. Penny giggled as Reese jumped up and down on her hoverboard. “Team Penny! Go! Go!”  


Penny unfurled _Floating Array_ from her back. All fourteen blades pointed down range. Xanthic smirked and dusted off her palms. Hard-light projectors sparked at every contact. The cybernetics glowed brighter and brighter. Was it charging or was it for show?  


“Do Robyn’s crossbow!” Fiona yelled.  


Xanthic sneered and flourished both wrist. The hard-light projectors on her gloves crafted a near exact replica of the arm mounted weapon. Robyn let out an appreciative whistle. Her confident eyes slide over to Penny.  


The metal women was starting to worry as even Robyn smirked at her, “Care for a test shot, Blue?” Robyn asked.  


Xanthic aimed down range then looked at Penny. She winked as the crossbow fired. The on the spot changes were three rails on the crossbow. Three hard-light arrows split off into different directions, three targets. Like how Aro dodged the Spider Droid without looking, Xanthic’s blind fire were all within the lethal zone. Penny frowned, humming in thought. Aro’s assessment about Xanthic’s eyes must be off. Or maybe Xanthic was using more of her neural augments? The most plausible explanation was both semblance and cybernetic enhancements.  


This challenge was definitely harder than anticipated.  


“Participants ready!?” Robyn asked.  


Penny felt her Aura swell and systems hummed. She took a deep breath, taking in as much cold air before blowing out a slightly visible steam.  


“Combat ready!” Penny confirmed.  


“Player two ready,” Xanthic smirked.  


“You got this Penn!” Aro and May yelled.  


“Xan! Xan! Xan!” Joanna and Fiona cheered.  


Robyn let the tension built up a little more before yelling, “Begin!”  


As soon as Penny started firing she realized her firing rate was not high enough. _Floating Array_ needed time to charge while Xanthic shot once and hit three different targets. She took a deep breath and focused on control. She didn’t need a lot of power, didn’t need to charge up the shots so long. It only need to be detected by the scoring system.  


Penny started to stagger her shots as well. One barrel always firing with the others were charging up. The steady stream of fire quickly caught up with the burst Xanthic did. A downside to the gloves was reloading ability. Xanthic had to recreate the entire weapon. Which was why she was only firing with one arm, Penny realized.  


When the first crossbow finally ran out of hard-light arrows, it disappeared. With a flick of her wrist military grade, long barreled pistol was in her hand. Penny could see her cybernetic eyes telescoping and shifting from target to target. Underneath the loud cheering she could hear Xanthic’s augments hum loudly.  


It was a genuine challenge for both shooters but at the end of 10 minutes…  


Xanthic’s rate of fire outpaced Penny by ten points. Team Penny groaned and collapsed to the floor, the students particularly defeated. The idiots that threw in such large amounts of money didn’t seem to upset. Aro was nervously laughing as Ciel chewed her out.  


Team Xanthic was jumping around, particularly Fiona. Xanthic rolled her eyes and fist bumped Robyn and Joanna. Then she turned to Penny and held it out a first, “Good shooting, Swords.” Xanthic said.  


With a smile.  


Penny grinned, fist slamming into Xanthic’s. The women let out a pained, flinching as metal connected Aura-less bone and flesh. “Oh! I’m sorry!”  


“I-I’m fine,” Xanthic mumbled despite the tears in her eyes. It took a few tries with a throbbing, possible broken hand but the alias Silver Wat was once again top on the scoreboard with Penny’s name under it.  


_Error: Enemy Unknown_


	7. Intermission

**Notes for the Chapter:**

> Winter's "casual" clothes. Ignore the fanon post v7 Scars. scars r hot
> 
> __  
> 
> 
> edited 12/7/2020

_Error: File Protected. Reason: Intermission._  


General Ironwood called a meeting with his most trusted leaders. Penny stood next to her father and the pair was mostly silent. Winter and Clover did a wonderful job reasoning with General Ironwood. But, must to Penny’s pride, it only took one line and a serious look from Winter.  


"You paired Aurora and _Xanthic_ together, _sir."_  


The room was silent for a long time. Everyone was tense, even her own father. Whatever history that brought up seemed to subdue the General a little. He passed Team APCX to the Specialist Schnee under two conditions. The first is that Xanthic will continued to be tightly monitored. Winter agreed. Penny watched her carefully, trying to separate the lies and the truth. She had a small tell, a micro twitch of her jaw when she lied.  


“I guarantee Xanthic will have no unauthorized form of communication.” Winter said.  


She kept the backdoor Scroll a secret.  


Aro and her father redesigned the gravity cuffs to looked more like normal bracelets. Xanthic requested _some_ thickness to be returned to it for a ‘punk’ aesthetic. Aro increased it by a few millimeters and added unnecessary studs and lights.  


Winter had Military Technicans outfit Xanthic’s home with surveillance equipment with the exception of the bedrooms and restrooms. A member of the Ace-Ops or Robyn’s team would be with her at all times.  


Over the past week Penny learned it was formal talk for ‘hanging out’ as Joanna had put it. Everyone seemed fond of her garden and the rare patch of grass on Atlas. During one visit with Winter, they had found Xanthic lounging outside, basking in the rare sun while Elm and Joanna argued about the correct methods of eating a tomato growing in the garden. Joanna bit into it like an apple much to Elm’s cringe.  


The second condition was training.  


In the mornings she’d work on Billy, who now had more than a headbutting function and could understand simple commands such as sit and stay. Afterwards she’d visit Xanthic then return to the facility together to train. Aro and Ciel’s schedule varied due to work and school, but they were there for at least an hour every day.  


Penny greatly enjoyed her new routine. Until it became routine for her to fail. She was an engineering marvel of software and hardware, yet all members of the Ace-Ops, Winter, and even Fiona had beaten her with ease.  


Today her opponent was Aro. It felt like a downgrade even if reason told her the usual elite graduates were just away on a mission. Penny wasn’t as confident as she should be. Her algorithms calculated a 0% chance of losing. It was the same software that provided an inaccurate of assessment of Winter’s summons. Still Penny was determined not to fail.  


But the mechanic was nearly impossible to hit.  


No matter the angle Penny attacked from, Aro was able to dodge like she was a fish in the sea. Gliding left, skidding right, hovering in place when idle or flying like a bullet during attacks.  


Penny pulled back _Floating Array_ and deleted her previous assessment and calculations. They favored in a _normal_ civilian. Not one with a stylish audio and Aura sensing instrument that acted like a 360 camera.  


Aro grinned. She stopped floating, Penny could hair the faint clicks and other mechanisms in her legs as it ejected empty Dust cartridges. She opened a vent to release the built up steam. Penny was instantly on edge. Her own systems weren’t as sophisticated as Aro’s sensory horns, Penny heavily relied on visual analysis. If Aro used that as a smokescreen…  


“If you figure out a way to look any cuter I’ll consider forfeiting,” Aro said. In a voice that didn’t sound winded, like it was effortless. Like the elite graduates. Penny didn’t smile but she could feel her Aura warm her systems and the air in her chest. She huffed out air almost visible in Solitas’ cold atmosphere. Then alarm flickered across Aro’s features. “Down!”  


Penny instintively listen, diving as low as possible. A powerful arc of hard-light dust flew above them. It stressed against the barrier for _half a minute_ before finally shattering.  


The pair looked at their teammates. Xanthic was sparing against Clover. The man took a few hits, proving Xanthic’s accuracy was not luck but also not a refined skill either. On the far end of the room was Marrow and Ciel. In front of them was a few Atlesian Knights they were using for semblance training.  


Penny heard a loud explosion. Hard-light blades and metal took up nearly all her vision. Aro’s unsmiling face focused on attacking. She tried to lean back and bring up her arms or bring down _Floating Array_ to block but _Opponent_ Aro was too fast. Another loud explosion pushed those blades hard against Penny’s Aura and sent the metal women flying back a few meters.  


Several blades dug into the metal tiles, immediately stopping Penny’s slid. Two guns fired at Aro while other components, both swords and guns, hovered close for defense. It was both a deterrent and precaution.  


Mostly a deterrent.  


Aro must have realized it. The swift hit and run pattern was thrown aside. She charged forward again. By now Penny was familiar with Aro’s speed. She was visually aware of her opponent but her analysis programming was searching for something unfamiliar. Sudden movements or an unnatural bend in Penny’s lasers- as if it a comet just escaped orbit.  


Of course! All that gravity Dust!  


_Direct_ attacks would be ineffective. Penny could swing _Floating Array_ in from the sides but Aro was too agile. The only openings were when her opponent attacked and Penny was forced to defend.  


Again, Aro broke through her defenses. Her velocity was unhindered by gravity, boosted by combustion, with a weight of a heavy women and metal limbs thrown into the attack. Penny bolstered her Aura, this time taking the hit with open arms and closed them tight around Aurora. She leaned in, fired _Floating Array_ in a constant stream to counter balance the momentum.  


“H-Hey!” She squirmed. It may have been sheer luck that had Aro’s arms pinned in the bear hug but ten blades and four guns pointing down at her defeated opponent was calculated.  


Penny grinned looking up at Aro. “I win!” Aro seemed to… growl in effort? Her sensors and systems couldn’t quite understand it. Was this a Faunus warning or was Aro’s gravity Dust causing a minor glitch again. Aro wiggled in her grasp and carefully kicked her legs as if she would find purchase in the air. It added many new sensations Penny would try to understand later but right now she focused the feeling of accomplishment and success.  


Aro let out a whine, Faunus ears peeking out as they lowered and her posture deflate. Finally _Focus_ flickered off. Penny was rewarded with those _unmasked_ sea-green eyes. The glow hid many things, mostly the embarrassment Penny saw now. She giggled and grinned, cuddling into her soft and temporary trophy.  


“Wait!” Fiona’s voice echoed through the entrance. She was covered in dirt and mud, boots tracking in the outside environment as she skidded in. Winter was right at her heels, and barely manage to dodge the tiny Huntress when she finally stopped. “Aurora- Aura. Ah!” Whoever was following them didn’t see Fiona. May and Joanna collapsed onto their teammate. "Get off me, you _gigantic assholes!!"_  


“Sorry!”  


Elm quickly ran in and picked the pair off. Winter helped Fiona onto her feet, a bit clumsily as her eyes was looking at Penny and Aro.  


“So,” Winter tried to level her voice, “You’re training is… going well?” She asked.  


“I won!” Penny said with a large smile. _Floating Array_ folded into her pack and she jogged towards Winter. Aro grumbled and wiggled. Penny didn’t let go but loosened her trophy enough to be comfortable in her arms. Her voice took on a serious and honest tone, “Civilian Aurora fought valiantly!”  


“But you won,” Winter said slowly. She and May looked at each other, over Fiona who held up a middle finger at her teammate. May scoffed at her and pushed it away while Winter gave both Penny and Aro a skeptical look. “By… a hug?”  


Penny looked at her arms still around Aro. By now the women wiggled one arm free and used it to slightly brace herself against Penny’s shoulders. Penny’s grin went back up to Winter, “That is correct!”  


“It works, just not for everyone.” Joanna said with a shrug. “She has all those swords and Winter has her summons-”  


“I don’t like this conversation so I’m awkwardly changing it,” Aro declared, voice very blunt but still very embarrassed. “HHZT (Hazelnut) and SGME (Sigmarite) finally broke the tie?” Their elite group of Huntsmen and Huntresses had an unfinished competition back from their Academy days. As part of the Accelerated Program, the Academy would rearrage them for certain missions. Or maybe it was an unoffical team? Like Robyn and the other freelancers.  


“HHZT, won. Of course.” Fiona said hands on her proud chest with an grin that was far too innocent and confident. Penny recalled Xanthic using the term ‘shit-eating grin’ which Penny was greatly opposed to. Ciel explained the phrase as smug.  


The other members of Team HHZT trickled in. Harriet and Vine raised a brow at Penny and her trophy while Robyn gave a smile.  


“I’m guessing you won? Congratulation, Swords.” The leader Mantle’s happiest Huntress team said.  


“Thank you ma’am!”  


“Can I- down? Please?” Aro asked softly. So softly Penny was tempted to ignore it. The tone of voice was new, too high pitch and nervous. Unsure if it was a positive or negative response, Penny decided that caution was better and set Aro down. She took a deep breath, as if it would help the blood rushing through her cheeks and neck.  


“Sorry if I held you too tightly!”  


“Apologize for something you actually do,” Aro said in a very Xanthic-like drawl. Complete with a roll of her eyes but it was so much softer. So more like Ciel when she was sleep deprived. Maybe a tad softer. Penny couldn’t help but to respond with a bigger smile. It was after Aro flustered and floundered that Penny decided she liked this new behavior.  


"Goddess _curse your fucking fishing rod!!"_ Xanthic screamed. Clover laughed slightly, not a true laugh but still a sound of enjoyment and amusement. Like a fish the hacker was dangling off the string, body awkwardly tangled in the wire. While this was a common sight over the past week, Penny wasn’t aware of how flexible Xanthic was. “How is this a weapon anyway?!”  


“My semblance and skills are pretty consistent.”  


“Don’t let _Ironlimp rub off on you_. Just spit it out-”  


“You’re talented, not skillful.” Clover said. Xanthic’s jaw snapped shut and she muttered curses under her breath as she tried to free herself again. Elm and Harriet chuckled. “Marrow and Ms. Soleil are almost finished. How’d the search and destroy mission go?”  


“Xanthic’s drones were accurate.” Winter said. No matter how many times Winter needs to slip back into work mode, Penny still haven’t grown to like it. “All essential and optional targets were eliminated.”  


Clover smirked and raised a brow. “Who won?” All team members of SGME; Winter, Joanna, May and Elm, either scowled or pouted. “Congratulations HHZT.”  


“It feels so nice to _finally_ settle that score.” Fiona said grinning up at SGME. May groaned and playfully shoved the troublemaker away. She then gasped, fist landing in a palm. “Oh right! Aro you _are_ projecting an Aura. Right?”  


“Uh… haha,” Aro couldn’t even formulate a lie without _Focus._ She huffed looking extremely guilty as a green shimmer covered her body-  


“Aurora!” Penny gasped while May yelled. She could feel her power unit both decrease in performance yet go into overdrive. She hadn’t hold back during training. If Penny had taken a different approach for to win- Her simulations were vivid in her mind even as Penny grabbed Aro’s upper arms. General Ironwood requested Penny knew the outcomes of failure, she was preprogram with the knowledge of death and dying but not the emotional connections of _loss_ until now.  


“You- What if you got hurt!” Penny said.  


Aro held steady eye contact, “You didn’t land a hit. The only time you touched me was the hug.” It wasn’t a challenging stare but not the lively glowing one Penny was used to. Easy to fluster but possibly even more brash without her semblance? She didn’t backdown but the defensive tension melted a little. Aro wasn’t a different person with _Focus_ off but it was still a shift in personality. “I’m sorry.” The words quickly tumbled out of her mouth and seemed to surprised even Aro.  


The silence in the air was so thick it nearly shocked Penny.  


“Oh.” May blurted out in quiet surprise. Aro frowned, glaring at May who fumbled a little more. “W-What? You’re one of the most arrogant and narcissistic person I know!”  


“Because I deserve to be.” Aro said quickly. Organic defensiveness quickly resorting to a bit of aggression.  


May took a deep breath, pinching the bridge on her nose. “Focus on the Aura problem, we can talk about the other stuff later,” She muttered quietly to herself. Of course Aro heard it and she tried to relax. “Please, promise me you’ll actually try with the Aura stuff?”  


There was an instinctave and resistant growl-like whine.  


“Aurora!” Three people yelled. Penny was much softer compared to May but Winter’s was the sternest. Aro flinched. She took a deep breath. It took a little bit for the mechanic to meet May and Winter’s gaze. Her eyes flickered to Penny who still looked worried and guilty.  


“I’m sorry,” Aro blurted out again. “I’ll take this Aura projection thing seriously.”  


“We’ll add Aura training to your regimen.” Winter said with a sigh. “Both you and Xanthic are far from adequate-”  


“I’m _what_ now?!” The two genius yelled loud enough for it to ring around the trainng room for a few seconds.  


Winter tried steeling her features, but her brows kept twitching together in frustration. She coldly stared at Xanthic as the hacker yelled and Aro’s furious eyes glowed bright with _Focus._ The mechanic’s body went taunt, the fabric across her shoulders and chest straining. "You’re talking to the pair that _made_ the world’s smallest _portable_ hard-light printer _and scanner you piece shit-"_  


“And that’s our cue to leave,” Marrow said smoothly walking past the large group while Ciel reluctantly stood next to her teammates. The Ace Operatives that weren’t already filing out of the room sneered. Only Marrow and Clover gave their superior officer good luck wishes as they left.  


Robyn gave Winter a pat on her shoulder, “I’ll be sure to write 'Death by _Iron-Knee’_ on your grave.” Fiona and Joanna chuckled safely from the exit.  


“Ugh. Get out,” Winter said with a tight jaw. Her hand suddenly shot out, a tight grip around May’s wrist. “Not you.” May glared at her. With a look they came to an unease agreement and faced the furious pair.  


Aro glowered, almost intimidating with her bright eyes and sharp horns. “We did survive encounters against the White Fang _and_ Grimm!” Her cold tone almost sold it.  


“You two are talented, yes.” May said slowly. That did little to calm Aro and Xanthic down. “But… this is not… your area of expertise?”  


“You two are _highly_ unprepared.” Winter correctly flately. Penny watched as frustration boiled over both Aro and Xanthic’s wounded ego. Winter gave May a sharp glance, “Don’t coddle them.”  


“I grew up in Menagerie where we don’t have the luxurious kingdom defenses.”  


“Aro, it’s not the same.” Winter tried to reason.  


“Perhaps, ma’am,” Ciel spoke up. The group turned to the officer-in-training. Penny stepped closer to her, a little protective with a smile that almost defused the situation. It worked on three, Xanthic seemed to grow a little more furious. “Glade and Xanthic would respond better to a demonstration. The Atlas’ Welcoming Fair is focusing on the third and fourth years this week.”  


“Oh! Good idea,” May gasped.  


“No, bad idea,” Aro said nose wrinkling in disgust. “Atlas Military and Hunts Associations are scouting for recruits. Business companies are looking for a new face to slap on their product. It’ll be filled with people trying to make connections with people like me.”  


Aro was right about one aspect, she did deserve to be arrogant- “Oh!” Penny gasped, eyes wide. She looked at her Faunus, “Does ‘Aro’ stand for arrogant?”  


Ciel’s professional demeanor completely broke beside her. She coughed on air, trying not to laugh but still somehow managed to murmur, “Holy shit.” May just immediately crackled, head thrown back in laughter while the last three stared with disbelief for a few seconds. It broke around the same time Penny tilted her head in confusion.  


“Now it does,” Winter mused with a smile. She cleared her throat, trying to calm May down. The Huntress only squatted, hands clasp over her mouth with tears pricking her eyes. “Aro,” Winter’s professional demeanor cracked with a brief smile. The Faunus softly growled, a weak show of teeth and ears poking out low. “Would draw unwanted attention.”  


“Like your white as fuck hair wouldn’t,” Aro quickly shot back.  


“According to the search algorithms, her defining traits are sharp gold horns and glowing eyes.” Xanthic said. She rubbed her chin eyes glancing upward in thought. “I think I erased or edited a lot of her old photos. So if she uses her old horns and manage to keep her semblance off she might be okay.”  


“I think the average person would connect Winter and a women with green hair,” Penny said steadily with a raised brow.  


“Average person,” Xanthic gestured to Ciel. Her teammate huffed and rolled her eyes though she gave no verbal comment. Ciel did have excellent marks but compared to the elite huntresses and geniuses in the room she did fit the definition of average. “See? We can use Ciel for a test run.”  


“My father has your previous model for research purposes! I’ll get them.” Penny said walking off. Winter called Fiona to deliver something from her room.  


Out of sight but not out of hearing, Penny heard May gasping for breath, “Oh that settles it, I love her.”  


It took longer than expected. Without daily and meticulous organization their storage was in minor disarray. Penny wondered if Xanthic would permit her bots to help her father out. The AK-200 had mistakenly placed Aro’s previous sensory equipment under weapons.  


“Of course _Fiona_ would choose this outfit,” Winter’s murmur came from the kitchen.  


When Penny returned to her team and supervising Huntresses she nearly dropped the military grade case. The two most noticeable members of their group underwent minor physical changes. It was simple clothing and hair alterations but Penny’s visual analysis struggled to link the names Winter and Aro to their appearance.  


Seeing Penny’s reaction, Winter immediately stood up, “I’m changing back into my uniform.”  


“Nope!” May used one hand to shove Winter back into her chair. Then she went back to braiding Aro’s hair. Penny stared at Aro for a moment and the women just raised a brow. Without her horns May was free to run her fingers through wavy pale green locks uninterrupted. She brushed them behind her heavily scared Faunus ears that twitched around with a giggle. “The entire point of this is to look different.”  


“I can’t believe she found this…” Winter murmured. Penny had perfect memory. Just a glance was enough permanently capture the leather shrug tight around Winter’s arms and shoulders. Some odd code in her programing told her to double check the metal buckle that clasp the collar of the shrug snug to her neck.  


Luckily Aro’s sign language was a good distraction. Xanthic interpreter what Winter and May was saying, her expressions mimicking the individuals. Aro sneered and giggled. Penny was surprised she could at least differentiate interpretation from a conversation.  


“Penny, would you like to enter the betting pool?” Ciel asked.  


The metal women jumped slightly with a small gasp. She turned to see Ciel raise a brow slightly but much more focused on her scroll. “Fiona is betting no more than four of them will be able to find Specialist Schnee _and_ Ms. Glade at the Fair.”  


Penny set the case containing Aro’s outdating cybernetics down and tilted her head in thought. “Hm… I think I’ll pass. Betting and gambling doesn’t seem like a positive habit.” She remembered the tense conversation Ciel had given Penny after losing to Xanthic.  


“I agree with Ciel but I’m pretty confident that no one will recognize us even if we are together.” Xanthic interpreted. Aro continued signing, this time with a large grin and finished pointing to May who smirked. “We do have a _spymaster_ with us.” The hacker finished, voice surprisingly faithful to Aro’s fluctuations.  


May tied the braid and walked to the front to admire her handiwork. It was a much more roguish appearance than her usual gentle or business persona. The top fluffed out like a Mohawk while the sides were pulled tight and flat, revealing scars and cybernetics that glowed under her skin or on the surface. Aro popped open the case. Instead of sharped angle and shining horns this was a matted metal with ram curls that framed her ears and taper to safe round tips. May stepped around to help guide then into the ports and lock them in. Even the cybernetic glow was muted.  


Though Ciel was there for the transformation she stared hard and squinted at Aro. Her ears fluttered and she nervously shifted. “Huh…” Ciel muttered. Then she gave Winter the same cold calculating stare. The soldier didn’t flitch but Penny had the time to confirm the metal buckle around her neck. Winter’s hair was long enough brush past her shoulders and due to the constant bun had some waves imprinted into her locks.  


“Yeah, I’m betting they won’t recognize either of you.”  


“Really cute,” May pointed to Aro, “Almost illegally hot.” She smirked at Winter who glared.  


Penny looked between Winter and Aro. Her programing was drawing a blank. Visual analysis was focused on identification and injuries, though she could feel an odd glitch triggering a reaction in her power unit and her aura. A systems check was telling her that her temperature was higher than normal but well within functioning range.  


_Error: File Protected. Skip Intermission?_

**Notes for the Chapter:**

> wtf why'd i write a slow burn where the protag needs to learn what attraction is first?? PENNY. WINTER HAS BEEN UR WHITE KNIGHT SINCE THE BEGINNING. I just wanna write that smut scene thats been rolling in my head for a month. 
> 
> Remember this is canon complaint. Originally I was going to keep this going till the end of volume 3 but I want to keep the tags and rating nice and neat, so this will end around the time Penny meets Ruby.
> 
> for those that don't follow me on tumblr, I've also been playing around with a pre-equal to this fic. It follows The Happy Huntresses and Ace-Ops while they were still students. Still dont know if I want it to focus on Fiona's or May's perspective tho.
> 
> Anyway I plan to skip the game of hide and seek but let me know ya'll want it and if you have any ideas lmao. Really good not-dating-but-everyone-things-were-dating potential.


	8. Intermission. May's POV

**Summary for the Chapter:**

> Penny reminded her of the days before graduation before things got complicated. She was curious and optimistic. Enjoying the smallest wonders that people take for granted. May could understand Winter's desire to protect her. No matter how the soldier tries to hide it, she could see Winter yearning for more.
> 
> So May tried to slow down her heart as Penny's hands drifted down her arm and into her own. That steady grasp keeping her grounded as she pulled May into another section the celebrities had wandered too.

**Notes for the Chapter:**

> small and quick. I wanted to write something really fluffy but Penny isn't there yet. So here is May trying not to die from a gay panic because Winter is really hot, Aro is such a bottom and Penny joined in on the teasing.
> 
> Takes place after the first Intermission but this is from May's perspective. She muses about her feelings for Penny, Winter and Aro.

May was sure she was going to die. Not in a glorious fight trying to protect her friends but in a pathetic excuse of a job fair. On Atlas Military grounds. Surrounded by people.

With a soft hand with a steady iron grip and pressure always on her.

The game of find-the-disguised-celebrities was now also a game of don't-crush-on-your-bestfriend's-crush. It was hard not to. Penny was practically a gift from the Goddess _and_ Brothers. The years after graduation wasn't kind to her… _friendship_ with Winter and Aro. May hadn't talked to Winter in nearly a year. Aro could get obsessive over her work for months at a time and when she wasn't busy she was a manipulative bitch.

Penny reminded her of the days before graduation before things got complicated. She was curious and optimistic. Enjoying the smallest wonders that people take for granted. May could understand Winter's desire to protect her. No matter how the soldier tries to hide it, she could see Winter yearning for more.

So May tried to slow down her heart as Penny's hands drifted down her arm and into her own. That steady grasp keeping her grounded as she pulled May into another section the celebrities had wandered too.

It was a bout in a tournament that was supposed to be impressive. It had the crowd talking and buzzing with flashes that always glowed bright in Penny's cybernetic eyes. Explosions would pitch the room pure white but May could always see Winter and Aro in the distance, so close they were almost leaning on each other. Old instincts kept trying to get closer look. To see where they touched. Were they holding hands and what was Aro whispering into Winter's ears?

But Penny's grip tethered her. With eyes _alive_ with entertainment and joy but a voice so curious it was nearly innocent. "Why do you keep staring at them?" Penny asked, in a slow way that was _not innocent_.

May swallowed and looked away only to be tugged again. Of course her eyes had landed on Winter. Of course the taller women would see her above the crowd. Of course her best-friend and crush would smirk. Blue eyes shining with-

Penny pouted. It was a quiet but sharp hum in frustration. There was a tight squeeze around May's hand and a gentle tug. May's nerves escaped in a weak laugh. Her mind kept trying to focus on the fight. It followed her heart down, down, falling into the endless cycle of Penny's calm and steady hand. Her eyes kept wandering to the pair.

The years wasn't kind. Business and work may have drifted them apart but it was so easy to fall back into what their hearts wanted.

"They look good together!" her voice squeaked out. She could feel Winter's amused stare on her face. It was hot and totally not from May's flush.

"Yes, their appearance does complement each other very well." Penny said. No intimidating horns or militant uniform. Out of their usual attire they look… softer. May's eyes wandered up from their cleavage. They looked back at the celebrities to find them both staring back. "But if we keep staring we'll give them away…"

More than once Elm or Marrow was close to them. Both times they threw them with some casual PDA. First it was an arms linked together. Elm quickly looked elsewhere for the Ice Queen. Marrow wasn't tricked so easily. Out of all of the Ace-Ops he spent the most time goofing off with May and Fiona before graduation.

By extension that meant Aro and Winter. He knew how affectionate Aro can be and how patient Winter really is towards the people she cared about. But to Marrow they were just friends. So when Winter slid her hand down Aro's back and to her waist, Marrow wandered off. He didn't see that hand continued lower. A brief pause on Aro's wide hips. The Schnee staring at May.

Then down to Penny.

"Oh." May breathed out.

Lips so close to those scarred Faunus ears it was nearly brushing. With a stoic stare she stole their breath. From the distance May and Penny could see the Faunus tremble as the hand continued, moving lower, around and sliding _deep_ into her pocket.

" _Oh._ " Penny breathed in.

May quickly looked down. Penny had a… bond with Aro. It was an instant chemistry and she didn't want Penny to feel like Winter was stealing it but… The young huntress-in-training didn't seem disturbed. Surprised but also _enthralled_. There was more than a curious learning.

"Times up." Ciel announced behind them. The two nearly screamed and jumped. Ciel frowned but Xanthic work a smug grin and raised brow.

Like always the genius knew exactly what May was thinking. She's know her fist would be in that face if it wasn't for the crowd. Or the butterflies that floated her up to cloud nine. Or the nervous ginger who slowly let go of her hand.

They moved into a less crowded area, away from all the fancy fights or weapon displays. Of course during a job fair the game booths would practically be empty. Fiona scrolled through the chat, showing Xanthic the pictures the Ace-Ops had submitted.

"Huh. There's actually a lot of people with white and green hair."

"Right?" Fiona giggled. "Was Vine even trying? We were nowhere near that area."

May watched them. Her eyes occasionally drifting to Penny and each time she could feel herself falling. Did she know she was like a storm? _Alive,_ changing everything and everyone around her? Graduation wasn't kind to any of them and it tested bonds nearly to the breaking point. Even Fiona and Robyn had their rough moments but May and Winter…

Everyone had a crush on Winter at some point. As family rivals it was just harder for May to accept, as teammates it was harder for May to get over. The feeling came like waves, surging forward and leaping over walls when the season was right. Retreating far, far into the distance when it wasn't. For long periods of time.

Like a year.

Penny finally looked at her and smiled. May couldn't help but return it. Again those soft hands and steady grip was on her. Pulling her from the table and too a game with stuff animals. One of them just happened to be a fluffy goat.

"Would… would it be insulting if give this to Aro?"

"Nah, she's weird." May said with a shrug. Fiona and Marrow would glare at her with the animal puns. "Aro loves it when people reference her animal traits, embraces it and _owns_ it y'know?" May said hands moving to show Aro's sign name. It was still recognizable to hearing people, with how the fingers drew Aro's usual vertical horns. The nice subtle May liked about it was that you do it with the 'G' sign, for gold.

Penny nodded then focused on the game. May watched, arms crossed. At times she was envious of Penny. A cute girl rolls in and suddenly Aro wants to change, suddenly Winter has all the time in the world. May knew that wasn't true, nothing was ever that simple with the Military and definitely with Aurora Glade-

"Boo!"

"Aaagh!" May screamed, elbow flying back and hitting something hard. Something with glasses and ears _pointing low_. Someone with sea green and sincere eyes… and a bleeding nose. "Shit. A-Aro I'm so sorry."

"I'm fine." Aro tried to touch her nose but Winter's hand was quickly on her and pushing it down. With a tired glance at May she gently convinced Aro to look up at her. It was a nonverbal cue. Not sign language but fingers… gently on her chin.

May tried not to let her heart race. She held her breath but it was already stolen. May could feel herself fall a little further, a little harder. Aro looked weak and helpless, ears fluttering as a blush spread across her cheeks and down to her neck. Further down to her chest…

May was sure she was going to die. Watching her childhood crush gentle handle her other crush in outfits May loved. The kind that dips a little too low. The ones that hug Winter's slim waist and sleeveless shirts that still strain with Aro's muscles. Old instincts kept trying to get closer look but she was stilled by Winter's commanding eyes.

"Aro. Turn on your Aura."

Her eyes flashed a glowing blue. Her Aura flickered but never really coated her body.

"Perhaps it would help if you _breathed, Aurora."_ Penny said. May tensed up so much she shivered a little. Her chest was so tight it was difficult to take in any air. She had forgotten they were right next to the booth Penny was playing. To enchanted by Winter's spell of Aro, now she was falling under Penny's voice. It was innocent and smooth tone was too controlled.

Aro whimpered, ears fluttering as she tried to gasp for breath. Her Aura rushed across her body and Winter quickly wiped away the blood on trickling down her nose and onto her lips with a handkerchief and balled it in her hand to hide it.

Satisfied she let Aro go and the Faunus rushed to May. Old instincts of hiding from the Schnee kicking in, only this time arms wrapped around her waist and her face nuzzled into her back.

"They're being mean!" The mechanic said into May's coat.

"Judging from your heartrate and lack of combat response," Penny paused, playful steps stopping at Winter's side. In her arms was that stuff animal she wanted. "You enjoyed it." Aro peeked around with a pathetic show of teeth and a growl that was more like a whine. Penny smiled. Just because it was cute and bright didn't mean it was innocent. Even when she offered the stuff animal, "If I give this to you are you going to hide behind it?"

Aro nodded.

"Hm… Then I'll give you your gift later! Your current expressions and behavior is quite enjoyable!"

Aro buried her face into May's back again. May was trying to remember how to breath, eyes daring everywhere but always returning to Winter's smug and amused face. The contrast between her and Penny was making her dizzy.

Maybe…

May took a breath and manage to coax Aro onto her arm instead. She still blushed furiously, so spell bound she didn't fight when Penny fixed played with her fluttering ears and fixed her glasses. Winter relaxed, giving her a genuine smile and a playful raised brow.

Maybe falling this time wouldn't be so bad. Maybe she'll actually live to see where this goes.


	9. Part 2. Chapter 8

**Notes for the Chapter:**

>  __  
> 

_Combat Performance at 78%_

The training today was a little different. Or At least it felt a little different. For one, Ciel and Aro was early. Second, May and Fiona was sparing Aro and Xanthic, instead of the usual one on one with their unofficial mentors.

"Will you _Happy fucking Huntresses_ stop giggling!?" Xanthic yelled. Winter and Penny briefly glanced at the doubles fight. Fiona only laughed harder, her _Matter Absorption_ swallowing every hard-light knife Xanthic would create and throw. As an excessive display of skill Fiona even summoned the push knives, throwing it back and colliding with another aimed at her head. "Aaagh! Are you _serious Thyme?!"_

Penny couldn't help but to giggle behind her hand. May's experience and history _with_ Aro put the mechanic at a sever disadvantage. Fiona was already able to cloud Xanthic's high cognitive functions with both verbal and nonverbal taunts. The pair was hopeless out matched on nearly all levels but awareness, thanks to their cybernetics, and Dust manipulation. Judging from the tight area their glowing eyes scanned, they both could sense the approximate area May and Fiona was in when _Invisibility Field_ was active.

May read through every attack and counterattack. Every time Aro grabbed the staff she was forced to dodge an arrow into a fist or a leg. "Aaagh!" Aro's feet slammed the ground, the immediate area glowing bright with purple Dust. May and Fiona floated off a few feet before vanishing. Arrows lodged out of the ground floating several feet above her. Then it pulsed, arrows shooting down with so much weight it either snapped or logged deep into the metal tiles.

No sound of flesh and bones slamming onto the floor. Xanthic fired and threw knives into the field. It disappeared and reappeared to hit the wall. Sometimes there would be a surprised gasp or a taunt, "Oh! That was close." Fiona would sing. The geniuses was separated and had no intentions of regrouping. In fact… perhaps Xanthic was trying to distance herself from Aro?

"Marigold!!" Aro _roared_ , "I promise I won't burn ya' too bad, doll!" Penny's processors nearly caught on fire as she tried to analyze the sound. It had a deep distorted rumble and an echo. Where did it come from? According to her databanks, _feline_ Faunus could roar but she was a goat.

Aro spun around, embers of smoke and fire slipping past her lips. Penny leaned in, but was held back by Winter. _Focus_ completely engulfed Aro's eyes. They glowed a bright blue, the pupils a devouring white. There was also a red glow on her face. From the Dust infused jewelry that pierced the bridge of her nose.

May was suddenly behind her. She glanced at Winter then at Penny. Her grin grew larger, her hands reached for those golden cybernetic horns. She winked. Then _pulled._ Aro gasped, head jerked back and back crashing to the floor. A cloud of fire plumed out of her lips, harmless against May's aura. The Huntress laughed. She pinned Aro with a boot to the mechanic's sternum. The bayonet and notched arrow of her crossbow pointed at Aro.

"You lose, _doll_." May drawled back.

Aro took several deep breaths, embers fluttering from her lips. She eventually relaxed, hands held up in surrender. _Focus_ fluttered off. The glow from the Dust jewelry faded but Aro's face was still very rosy and red. Without her semblance, Aro didn't trust the words on her tongue. Penny could see the mechanic work her jaw but it eventually slipped out, "I… disagree…"

"Of course you would," May grinned. She offered a hand and effortlessly pulled her up- "Duck!" Just to shove her back down.

Across the room Xanthic and Fiona was still fighting. A hard-light arcing off a saber and soaring further into the training room. Penny gasped hands up and aura bolstering. Instead she was swept off her feet and tackled to the ground, Winter pressing her body tight to the floor.

The arc of hard-light energy was larger than anticipated, that or it was growing as it moved. The wind it dragged behind it nearly lifted Winter off her, but Penny wrapped her arms around the Specialist until it passed.

Winter got to her feet, "Marrow! Ciel!"

The arc of light was definitely growing. By now it was nearly a tidal wave or a wall.

"Shit!" Marrow growled.

" _Slow!"_ Ciel's _Clockwork_ hit the hard-light attack. It nearly paused in the air, moving inch by inch instead of yards. Without movement it seemed to slowly fade and flicker out, as if a fire was burning through its oxygen.

"Sorry! Sorry about that!" Fiona yelled.

Winter returned to Penny and offered a hand. She smiled. Penny didn't need the help but appreciated the gesture. Even if it was a little tricky to control how much weight Winter pulled. When they looked back at the duo Xanthic was a little dazed on the floor with Fiona sitting on her abdomen.

Somewhere in the panic the buzzer alerting them of low Aura levels went off. Xanthic was at five percent while Aro's technically good enough to continue with her aura at fifteen percent. Fiona and May helped their defeated opponents out of the training room.

Winter cleared her throat. She was now a few paces away, sword pointed at Penny with her free hand behind her back. Penny frowned at it. She knew from preinstalled recordings and live observation that the second blade only came out when Winter was challenged. The Specialist had yet to wield the second blade at Penny.

"Shall we continue? Or would you like to forfeit, Ms. Polendina?" Winter taunted. Her smirk wasn't as guarded.

"I'd prefer it if we continued, _Opponent Winter_ ," Penny said. Behind her _Floating Array_ flourished all fourteen components.

Every sparing match with Winter was frustrating and intense but it was the little things that made this different. Winter moved more like Aro, fluid and loose. Almost like water but still not completely free of the stiffness the military had beaten into her. She smiled, taunted, sneered and goateed Penny into several mistakes. The Specialist always commentating on the opening but never actually taking the chance to strike.

Penny huffed, synthetic voice trying to restrain a noise of frustration but only vibrated in her chest. The elite graduates were toying with them. No matter what variable Penny adjusted, her calculations and assessments about Winter and her summons were wrong.

She couldn't calculate _how many_ creatures Winter could summon. They ranged from a tiny flock of Nevermores to the current pack of towering _Alpha_ Beowolves. They lunged straight forward. All five pierced straight through, one sword each in its skull. Five more appearing above her. Penny was forced to doge backwards, her visual sensors barely catching a glimpse of white as Winter entered striking distance.

Her processors were nearly overheating. Multiple swords and guns yet she could not find an opening to strike Winter directly. With simple gestures, summoning _Glyphs_ appeared around Penny. Sometimes close enough that a claw would emerge first, a solid hit chipping away at her Aura levels.

"Stop reacting!" Winter said.

Penny paused and frowned at Winter. Whatever expression she had stunned the women and her Beowolves for a moment. Theoretically P.E.N.N.Y could take initiative but without input of any kind of input to create a solution or to even analysis a problem…

"Penny? Penny!" Several voices yelled for her.

Her vision went black for a moment. Under her eyelids Penny could see lines of code and a list of errors. For a moment Penny thought she overheated, forgetting to breath and exhale all the hot air her power unit and Aura generated. The errors did list a heating problem, this time it was in her processors and the source was a logical contradiction.

Penny took a deep breath and opened her eyes. Her head still felt hot, and the light seemed too much for her systems so she shut them again and waited a few moments. She did sit up, which was effortless, much to the relief of Winter.

"What happen? You're Aura level was fine then…" the Specialist paused. She didn't mutter or mumble, but the soft tone was definitely close to it.

"Cutie dot exe stopped working." Aro blurted out. Penny frowned, squinting open her eyes to glare at the mechanic. She blushed, ears flickering around in embarrassment. Aro tried to hide behind _Focus_ but that just caused her eyes to flicker. It reminded Penny of the little robotic goat she was still working on, how it processed knew information with blinking lights and tilting it head.

"Please stop being adorable so I can stay made at your for that horrible comment," Penny grumbled. That had the opposite effect. Aro scoffed, trying to rebuff the statement by crossing her arms and straightening out. The act wasn't complete due to her red cheeks and nervous twitch of her ears. Thing she could hide with _Focus_.

Winter and May sneered and chuckled. Winter handed Penny some water and she gulped it down. Her systems instantly improved, transferring the liquid to her cooling systems and lowering the temperatures in her head.

Fiona and Xanthic didn't pay them much attention. They were too busy watching the last spar. Marrow and Ciel were tied with about half their Aura left. The Ace Oprative looked nervous and surprised. It occurred to Penny that they haven't seen Ciel in a fight. She never sparred with Marrow until today, at the request of Winter.

Ciel's weapon of choice was dust infused chakrams which would let out a powerful explosion on contact with about a minute charge between. Penny's data was inconclusive. Penny was sure _Clockwork_ was effecting the charging rates and force of the explosion as they rewind through the air to return to her hands.

" _Stay!"_ Marrow's voice rang out. His semblance stopped one chakram in midair. He turned quickly throwing _Fetch_ to counter the second but it was too close. Marrow grunted as the explosion nearly threw him off his feet. He reach out as _Fetch_ made its return to his hands-

" _Fast forward"_ Ciel yelled. _Fetch_ 's speed suddenly increased to a near blur! Penny's software correctly updated, predating Ciel the winner. She bounced excitedly, taking a few steps out of the lobby. She wanted to get closer, more information. Winter's hand stopped and pulled her back.

Marrow gasped, taking a solid hit to his chest. With his concentration broken the first chakram collided with his back.. Marrow's aura level was finally below Ciel's. One more hit-

" _Slow!" Clockwork_ hit Marrow. The chakram that was deflected by _Fetch_ was in her hands, charging bright with red and yellow Dust. Marrow tried to turn, to face her or to dodge but his speed was nearly halved. He didn't even see the circular blade collide into his back. _Clockwork_ stopped, sending Marrow flying to the ground. The buzzer rang with Marrow's Aura level s at 2%.

"Congratulations!" Penny yelled to her teammate. May and Fiona cheered with her. Penny frowned and looked at her teammates. Both genius look put out and unhappy for APCX's only victory.

Xanthic let out an annoyed sigh. "Out of all of us… It was _her_ that won against the graduates." She grumbled, lightly glaring as Marrow and Ciel walked towards them.

"Perseverance triumphs natural talent,” Winter said. Eyes paused on Aro who signed something at her, ”And _no effort_.” Her eyes shifted to Xanthic who did a universal insult gesture with her fist.

Even if his Faunus trait was a tail, Marrow perked up hearing it. "I'd like to think she had a good teacher!" He mumbled. His arms were crossed and jaw jutted out in a pout.

Aro sighed, handing Ciel a water bottle. "Congrats…" Aro said. Ciel sneered before taking small sips between heavy breaths.

"You were brilliant," May said patting his shoulder. The praise felt more like condolences even to Penny. Marrow only grumbled a little more. "But we got good news for APCX!"

"Oh?" Penny asked tilting her head. It must have been really good if it kept slipping past Winter's stoic professionalism.

"We might be able to start Team APCX as second or even third years on the Accelerated Program." Winter said.

"How exactly?" Ciel asked.

"A field test!" May said with a grin. She looked at Aro who was already smiling, "Seems like I finally dragged you on a mission."

"Only took five years," Aro rolled her sea-green eyes. "When? My remaining customers are Atlas students so I might be able to hold it off."

"I'm free." Ciel said with a shrug. There was a long expectant pause from everyone but Xanthic who nearly seemed amused. Ciel glared at the spymaster, even elbowing her. Xanthic's broken blue aura flared cross her body. "You didn't tell them?"

"Ow! It's public information!" The hacker said, "Not my fault if the military over looks shit."

Ciel sighed, rubbing her temples. "I graduated yesterday."

An awkward silence fell over the graduates. They looked immensely guilty though Penny failed to reason why. Ciel hadn't requested any special accommodations, just a reasonable request not to be disturbed during class. Aro tapped her chin a little in confusion as well.

"Congratulations? We don't really have formal schooling in Menagrie."

"I graduated when I was 14."

"I think my education would be similar to homeschooling."

Ciel scowled at her teammates. "And I was the only one that won, so stop showing off."

Despite May's reasoning, Ciel refused to celebrate and insisted on continuing to the field test. Upon hearing it was immediately, Xanthic tried persuading Ciel into a small celebration or even small lunch out. With a wicked smirk Ciel refused. Winter and May took some pity and took Team APCX around to buy clothes appropriate for combat outside of the protective walls and heating grid. Fiona and Marrow didn't accompany them but left for other errands. Ciel didn't look happy that Winter payed for it but relaxed a little seeing the Atlas Military logo on the credit card.

Xanthic continued to stall, arguing with Aro and Winter about who's transport to take. Xanthic's was airship may be the fastest but it was also not prepared. Winter's was the most durable in the odd chance they ran into flying Grimm but not suited for sustained nights out. Aro was a non-military but due to business trips was equipped with minor defensive turrets and comfortable living space.

"Tsunami has made it out of several fights with the White Fang, Bandits, _and_ Grimm." Aro argued. "Besides we have two of the best huntresses in Atlas!"

Penny had tuned their antic out for a while now. Instead enjoying a calm conversation with May and Ciel.

"Honestly I'm just lucky it was Marrow," Ciel admitted softly. "He's a rookie and underestimated me. I think Aro and Xan have it the hardest. You and Fiona was just playing mind games the entire time."

May huffed playfully, arms crossed over a puffed chest, "They deserve it!"

"I still think you could have won if you didn't feint," Ciel said looking at Penny. Penny heated up, and played with her hands. She was confident in that assessment but so far the statistics were proving her wrong. "You and Winter don't have _years_ of history, she's just better and smarter than Marrow." Penny nodded but couldn't particularly voice anything.

"Winter right though," May said. "You need to stop waiting for the first move."

"It's difficult," Penny protested weakly. If there was a pattern Penny could easily plan ahead but Winter had to many variables. And that was without adding the _Glyphs_.

"You have good instincts," May ruffled her hair. "List to 'em." Penny grumbled and pouted.

The arguing trio finally settled for Aro's airship. The AI was advance enough auto-pilot a course and take off so even Aro could be present during the mission debrief. Though when Penny glanced over to her she wasn't really paying attention. She frowned, elbowing the mechanic to focus.

Their mission was a simple Search and Destroy. There we packs of Sabyrs and Nevermore wandering closer to Mantle and growing in numbers. Team APCX would be clearing them out.

The first Sabyr pack was killed before they had a chance to leave the transport. While May was trying to convince the newly graduated Police Officer to jump out of an airship, hundreds of feet off ground and into a pack of Grimm, Xanthic had created a hard-light sniper rifle. Practically a cannon or a railgun. Each shot jerked the transport a little. One by one the Sabyr fell.

Everyone's ears was ringing. Penny's audio system was on a horrible feedback loop that kept her processors frying until she had to reset them. Aro was laughing, head tucked into May as she tried to reach around and grab Xanthic.

The hacker grin's smug grin briefly disappeared and reappeared as she signed, expressions melding into shock that was still sarcastic without words. May tried shouting back but it was garbled and crackling to Penny's ears. She restarted her audio systems again as May shoved Aro to the side hands furiously signing insults and other comments. By the time Penny's hearing was functioning, Winter had walked into the main cabin.

"Enough," She sighed. Winter looked slightly in pain. Penny wasn't sure if the cockpit would have amplified the gunfire or not. "Can you two _please_ play along?" She asked Aro and Xanthic.

"Fight to the best of your abilities but somehow limit yourself so we can conveniently judge you into arbitrary categories!" Xanthic said. Her lively sarcasm and faux cheerful tone making everyone chuckle or giggle. Even Winter.

"I'm trying my best to appease both parties." Winter explained.

"Fine," Xanthic drawled. "I'll pretend to be a hopeless damsel."

The next pack of Sabyr wasn't much of a challenge. The hardest part was getting Ciel out of the transport.

"Just land near me!" Aro yelled up as she fell.

Penny stood at the edge of the airship, grinning at Ciel's unease expression. "Aro has _masterful_ control over gravity Dust and your Aura should protect you from further damage." She said before stepping off. Ciel could soften her landing with her _Clockwork,_ though that would be better tested in a nonlethal scenario.

Far below Aro's cybernetic legs fired a powerful burst of fire. It cleared the area of Grimm, the Sabyr directly under her now fading into ash. Penny unfolded _Floating Array_ from her pack. She charged it at her leisure, the cold of Solitas allowing for increased power without overheating. All fourteen guns fired at the ground, softening her landing until she angled them forward. Penny intercepted a Sabyr lunging for Aro's back, two blades slicing it open with a flick of her wrist. Aro hummed. Or purred? Penny would probably need to have a hand on her chest to feel if it vibrated or not.

"I'll be sure to return the favor, doll." Her glowing blue eyes winked at her. Above them, Ciel's scream was increasing in volume while Xanthic's laugh was much fainter. "Xan probably had to push her out… or May."

"Or Winter," Penny mused beside her. Penny sent her blades out again, piercing two creeping Sabyrs and causing the rest to hesitate. Aro stomped on the ground, her metal legs humming loudly as a pulse of gravity Dust engulfed the area. Ciel's fall slowed when she finally entered the gravity field. She took deep breath's clutching her chest and flailing to get her feet under her.

Once in reach, Penny helped the official officer land. Then the field shut off and Xanthic slammed deep into the snowy ground, "Ow…" Penny stared at her a little skeptical. It was still at a mildly unsafe height but snow is supposedly soft.

"See! It wasn't so bad." Penny smiled at Ciel.

"Yeah, no one of important social value got hurt," Aro with a Xanthic-eque bored tone. Ciel sneered, it turned into chuckling when Aro lightly kicked the hacker. "Come on. The faster you quit dragging your feet the sooner we can go back to the stuff kingdom and its walls."

"Ugh. Fine." Xanthic huffed. The hacker finally got to her feet and brushed the snow off her new thick coat. "You're paying for Ciel's celebration dinner."

"We are not celebrating." Ciel scowled.

They naturally drifted into pairs of twos. Penny and Aro naturally dashed into the growing horde of Grimm. Penny was the only person able to keep up with Aro and had the close range abilities to defend them both. With hard-light blades being propelled at explosive force, the Sabyrs fell in one hit. Any that tried flanking was pierced, sliced, or shot down by Penny.

Ciel and Xanthic almost seemed bored, taking care of the Grimm from a distance. While the Sabyrs bodies disappeared, leaving no trace, it did leave compressed snow. Whenever Penny was jumped high in the air she could see an undisturbed radius of snow around the pair.

Even without Xanthic's ridiculously overpowered sniper rifle, Team APCX finished the pack faster than expected. Winter landed the airship looking a little flustered and frustrated. May laughed trying to rub her shoulders to calm the women down.

"Maybe we should just drop you on a pack of Sphinx and Manticores." Winter growled under her breath.

"Let's start with the Nevermores," May said.

The Nevermores was much more challenging. Penny and Xanthic were the only ones with weapons able to reach them. The cold of Solitas made their hides thicker than the average Grimm, if they could get through the thick layer of ice. Every time Penny would charge _Floating Array_ or Xanthic would fire up _Alter Ego_ , feathers tripled their size would sail at them, interrupting their focus and causing the ground to shake a little at the impact.

_"Rewind!"_ Ciel tried firing those feather back but only managed one hit. The bone of the feather pierced into its wing, crippling its altitude. It screeched loud, causing everyone but Aro to wince.

The mechanic launched herself into the air. Several explosions pushing closer and closer until the injured Nevermore beat its good wing. The gust of air sent Aro flying back towards them but the gravity manipulator righted herself and skid to a stop.

The second Nevermore cried out louder, it's attacks growing more frantic. A hail of razer sharp and incredibly dense feathers was short at them. Penny frowned. It had created a clear divide from Aro and her team. Penny tried closing the gap as much as possible when the Nevermore started it's dive. The snow made it a little difficult, even melting against her heated body it was still up to her thighs.

Aro's passive gravity didn't cause her to sink into the snow. She stood atop of it, lowering herself to a crouch. Aro flashed a few signs at Penny without glancing in her direction. Then she suddenly moved, jumping onto the talons.

"Aro!" Penny fired _Floating Array_ quickly closing the distance. Aurora held out her hand and just managed to pull Penny onto the Grimm's feet before it took off into the air again. The metal women took a deep breath, venting all the heat her Aura was generating.

"Sorry, I forgot you don't know sign language," Aro said with a guilty smile. They briefly glanced down. The injured Nevermore was grounded, the large feather that Ciel shot back at it made it impossible to fly but it's ridiculous size made it hard to approach or even damage. "Plans?"

Penny watched the Nevermore screeched, mouth wide open. "Insides are always soft and unarmored."

"And… red," Aro said with a blanch.

They made their way to the top of the Grimm. Aro simply ran up it's curved body, the gravity core in her legs roaring over the hard winds and heavy wingbeats. Penny slowly pulled herself to the head with _Floating Array_ and the near invisible strings. Once it noticed the two huntress-in-training the Nevermore screeched and thrashed in the air.

Holding onto a Grimm the size of a building was the easiest accomplishment Penny had in months. It had little to no effect on Aro. The mechanic continued up until it reached is jaw. She stomped one foot into the hinge of its jaw and looked at Penny.

"Ready? This might blow me off!" She yelled and signed over the wind.

"Combat Ready!" Penny yelled back.

She heard the cartridge in Aro's legs change. Then a loud explosion. Penny could even feel the heat from the shoulders of the Grimm. Once the bright flash had died Aro was nowhere to be seem and the mouth was hanging open. It screeched and thrashed much more. Instead of charging all fourteen guns of _Floating Array_ she kept four embedded into the bone like-texture, keeping her grounded as the rest of the guns charged.

This blast completely pierced the Nevermore, finally stopping the horrible screeching. It fell from the sky and Penny rode the disintegrating corpse down as long as possible. She regrouped with her team, easy to find with a cloud of steam rising from Aro's heated augments. Ciel and Xanthic easily finished off the downed Nevermore and seemed to be helping Aro cool off by burying her legs in the snow.

_Combat Performance at 95%_

**Notes for the Chapter:**

> i did most of the important character building in pt. 1 so my brain is jumping ahead and i can only think of vol 1-3 scenarios. I'm so tempted to call this good but there still a FEW details i need to wrap up. uugghh


	10. Part 2. Chapter 9

**Notes for the Chapter:**

> Thank you all for the kudos and comments!! This is one of my most satisfying works and has been helping me with everything going on. If there's a scene or an idea you'd think would work well in this series drop it in the comments or dm/ask me on tumblr!

_Faunus Oddities: 1_

Penny looked down at Aro, watching her carefully. She breathed in, and in, and in. So deep Penny thought she was part Aquarian mammal. On the exhale she pressed her hand firmly, but gently to avoid waking her up, on Aro's exposed cleavage, as close to the center of her lungs as possible-

"Wha…"

Penny locked her joints. She could feel several hydrolic system stiffen, making her jerk anyway. Thankfully Aro was exhausted from yesterday's combat class. Her scared ears twitch and she cuddled her pillow, hair splayed out without any horns to cradle it in.

Winter and May looked mildly amused but mostly confused. Winter cleared her voice, speaking in a normal volume this time. "What, pray tell, are you doing Ms. Polendina?" Winter asked, her voice faux professional. Her cool mask soften by slight tilt of her lips and raised brow. Though she did still held her hands behind her back, possibly an Atleasian Elite habit? She noticed May and Xanthic do it sometimes.

"I'm trying to figure out if Aro purrs." Penny answered.

"Can't feel it even though you _laying_ on her?" Winter asked, her voice perfectly leveled. May grabbed her shoulder biting a finger to refrain from laughing. She did snort when Penny stuck her tongue out at her.

"My sense of touch is… not sensitive." Penny answered carefully. She settled back on Aro again, careful not to knock her leg off of the couch. Penny had missed her chance to gather data and had to wait. Again Aro took a deep breath that went on far too long. Long enough for May to comfortably lean against the back of the couch and for Winter to hover next to her.

On the exhale Penny placed her hand back on Aro's cleavage. Luckily organic beings had remarkably even breathing when they sleep, so it was easy for Penny to keep an even pressure-

"Oh!" Penny nearly jumped. Her hand did jerk back in surprised, protocols immediately labeled the unidentifiable input as dangerous. Except it was Aro, who was still unconscious and it was just a soft vibration. The same vibration feline Faunus and animals make. "She does purr!"

"I definitely heard _something_ ," May said. "But she's a goat Faunus."

"Feel it!" Penny grabbed her hand and dragged it to Aro's chest. She tried to pull it out but Penny adjusted her grip and strength.

"This is _so inappropriate_!" May hissed, blood quickly rising to her cheeks. "You fell asleep on her again! It's alright if you- well not touch but- but!" Penny pouted and let go. May barely stopped herself from flying backwards.

"You said it was bad to touch _strangers_ without asking."

"This is, it's different- Winter!?" May's voice took on an odd strangled and restricted tone as she failed to stop from yelling. Winter had placed a hand on Aro's chest and another delicately around her neck. Penny was a little worried about how much blood seemed to be in May's face but she was also enthralled at the pressure Winter needed to maintain around Aro's neck. "What are you doing?!"

"Trying to listen and feel," Winter answered. She leaned in and closed her eyes, ear directed at Aro. Finally on the next exhale there was that soft sound again. Winter nearly jumped. Instead she pressed just a little more on the hand on Aro's chest until the noise drifted off. "Aurora purrs."

"I told you!"

"She does not! She's a _goat."_ May yelled back.

"I didn't _peg_ you as a racist."

Winter jerked back while Penny and May screamed. Thankfully the deaf women didn't wake up startled. Instead she roused gently from all the movement. Penny made an odd noise. Perhaps a yelp as she was suddenly shifted and held. Aro had clasp a hand on her should to leverage herself into a sitting position while her other one was on Penny's waist to make sure she didn't fall off. The metal women went from nestled atop Aro to in her lap.

Penny stilled trying to calm her processors. Her father was able to upgrade a few drivers to better accommodate all the physical sensations but the artificial skin wasn't meant to be _artificial,_ but rather synthetic, in combination with organic analysis and inputs. Too much all at once caused her Aura to glitch her systems, a flood warmth and power to hardware that didn't need it. Such as the one that simulated dopamine and serotonin.

From the kitchen Xanthic and Ciel grinned and sneered. Xanthic looked at May and Winter, signing something. Penny's sign language has gotten better but she didn’t feel accomplished when the only sign she recognized was 'forget'.

"Did ya'll forget my house is bugged?" May whispered to Winter. The Specialist groaned into a hand. Aro snapped her fingers, getting their attention and signing at them with a grown. May cleared her throat and translated. "What… are you all doing?"

"These idiots," May pointed at Winter and Penny. "Was trying to find out… if you purred." May said.

Aro nodded. Though in understanding or confirmation was unsure. She paused to wake up a little more. She stretched her back and arms high above her head. Penny watch, her shoulders and arms flexed. She could see the muscles in her neck and shoulder jerk, from Penny's place on her lap she could _feel_ several joints pop back in place.

Lazily reaching for May's hand she pressed it firm on her bralette covered chest, fingers splayed wide. May let out a strangled noise body tense and blood rushing to her head. Her posture relaxed a little when a deep and loud _rumble_ vibrated from Aro's entire torso.

Penny tensed. Nearly feeling her Aura surged to several systems. Particularly her visual analysis, which was for some reason searching out May's reaction, and her incomplete sensation of touch.

May took her hand back, signing back to Aurora. "Okay, okay. The goat can purr." Aro gave a tired and crooked grin, ears wiggling slowly and lethargically. Penny allowed her leader to slide her onto the couch.

"Shall I get ready now or make breakfast first?" Xanthic translated this time.

"Get ready now." May said, her signs stressing 'now'. Aurora laughed, grabbing the baggy shirt from the armrest and walking up the stairs. Penny noted how May's eyes traveled Aurora's form, lingering where the shirt barely covered her bare thighs and boy shorts. Winter's gaze was similar to Penny's brushing across her neck and chest.

Once out of sight, May practically collapsed over the cough. She had a hand over her chest and Penny didn't wonder why. Her heart must be beating hard, trying to spread her blood across her body instead of just pooling at her cheeks, ears and neck.

"I'm dead. This had to be a dream."

"I don't think the dead can dream," Penny said a little slowly. Her commentary was usually interpreted as 'snark' rather than facts. But Winter and Ciel laughed so Penny didn't mind too much.

"Considering how tame that was it'd consider it a nightmare." Xanthic called from the kitchen. "You've been crushing on her for five years and not even fucking in your dreams?"

"I don't know it definitely had that softcore porn vibe until you interrupted." Ciel said, her dry tone-

"Wait, what?!" Penny asked. She felt her circuits nearly frying. Her general knowledge included basic sex education. Basic. Between human men and women. For analytical reasons she was able to recognize arousal and simulation but her processors struggled to directly link her own actions to intercourse.

It was easier when she remembered how flush May was. With new context her processes suddenly rewrote May's lingering gaze as 'hungry' and Winter's hands on Aurora changed to possessive. Then dominating.

"Oh." Penn took a deep breath, trying to cool down her power unit. Her temperature was slowly increasing to dangerous limits. Luckily Winter handed her a glass of water and she gulped it down. Penny will have to do more research. Perhaps she'll request Aro to make her one of those backdoor Scrolls.

Morning classes was a little difficult to focus on. As students of the Accelerated Program their schedule was altered to focus on their strengths and smooth out any weaknesses. Team APCX was smart, as a team their academic scores passed most fourth years so they focused heavily on combat training, Grimm studies, and military vehicles and other equipment.

Physical conditioning was in their morning routine. While the other students try their best to regulate their behavior around Aurora and Xanthic, they stopped when it came to the locker rooms. They were too intimidated by the pair, even if their civilian lifestyle meant their bodies weren't as tone.

Those brave enough to share the same row of lockers as Team APCX were also controlled enough not to stare. Unlike Penny who took far too long with her eyes constantly wandering to Aurora.

"Soo," This time Aro held Penny's stare. She crossed her arms under her sports bra, "Any other Faunus related curiosities I can satisfy?"

"I think I'm legally obligated to stop you two from fucking." Xanthic said in her usual dead drawl, "It'd be unfair to May."

"Blatantly ignore the actual law in front of your _Officer_ teammate." Ciel scowled. She then looked at Penny and Aro. No matter how hard Penny tried to focus her gaze on the floor her peripherals kept her alert to any movement. "Serious request, no more softcore porn."

"You two should fuck if that's where your mind goes. They were being completely appropriate," Aro laughed. Her voice was loud and ringing in the locker rooms. Penny was vaguely aware of clothes shuffling and metal clacking against metal as lockers closed. "Hold on, I got another Faunus secret to show off." Aro pushed off her locker and walked towards the more populated area in nothing but her sports bra and boyshorts.

Ciel and Xanthic sneered as there were some shocked noises. A gasp of surprised and louder slamming lockers. A few of the shyer students hurried out of the locker rooms.

"Hey Neon."

"Good morning Aro! How badly did you piss off General Ironwood to get Conditioning in the morning."

"As bad as you, it seems." Aro laughed. "Can I brow your nunchakus?"

"Of course- Oh! Are you gonna show them your freckles!!"

"… It was a surprise."

Neon Katt came around the corner with dragging Aro behind her. Unlike Team APCX she was partially change for a military work out.

"Fun fact! A lot of _nocturnal_ Faunus," Neon stressed, eyes on Aro who only rolled her glowing ones in return. "And some other types have a secondary coloring only visible under UV and neon lights!" She cracked her nunchakus, a bright purple light imitating out, then held them to Aro's skin. Under the violent glow bright blue and pinks dotted her cheeks and down her neck. Further down there were intricate… patterns across her chest…

Penny had to focus really hard on the scientific mysterious to keep her hands from wandering. It was easier to put them in nonsexual context when Neon shined the glowing nunchakus on her torso. Her pattering was large sports that grew into large planes. It wasn't as intricate or bright.

"Wow, that sure is interesting to my cybernetic eyes," Xanthic drawled. Neon and Penny giggled as the hacker finished dressing for class. "I'll wait outside and stall if you idiot take too long with the _anatomy lesson_."

"You seriously need to get laid," Neon taunted. She slipped her shirt completely on and following her out. "I'm sure Ivori would-"

"I'm like 20... 21, remember? Find someone older."

Their chatter slowly faded among the crowd. Ciel held her Scroll to her locker, and was satisfied when it clicked closed. She left and Penny focused on changing, trying to keep her eyes forward even as her partner waited patiently.

"No more Faunus questions…" Aurora's teasing tone drifted off. She closed her eyes briefly, ears shifting around out of habit as she focused her senses through her aids. Penny paused, waiting for her to continue and was a little startled when her hand was suddenly on her abdomen. Her processors struggled with the input. The area wasn't as vulnerable as organic ones but it wasn't a common area to be touched. Perhaps May had a point about inappropriate touching and asking permission.

Though Penny was sure the she would have allowed Aro to lean in and splay her hand wide across her artificial skin. The pressure she applied gradually increasing, glowing eyes watching her hands. Her artificial skin didn't give as much as organic ones…

"Penny, there is no one in the else in the room." Aurora whispered. The tone was tense. Her power unit slowly leveled its output, the simulators mimicking serotonin gradually stopping. For a moment. Aro's hand brushed a completely flat surface. Organics had belly buttons. "How much of you is metal? Is… is this why I never see you eat anything solid?"

"That's…" Penny struggled to answer. Aro lifted her hand off her and took a step back. Her head and brows tilted with worry. There were so many protocols it choked her from saying what she wanted. "That's classified." Penny said. Pain flickered across Aro's features before _Focus_ could hid it. Penny never saw her ears pointed so _low_ and she never wanted to see it that way again. Aro sared at her for a few moments before nodded and leaving the room quietly.

Penny took a breath and rested her head against the cool metal locker. She stopped all thought that wished for the impossible, such as the simulations that weighed Winter and Aro's reactions. Penny knew May would be furious. The Happy Huntresses would steal Elm's rocket launcher and shoot it at General Ironwood. With a small hum, Penny slapped her cheeks and focused.

Her next test was the Vytal Festival a few months away. Perhaps if she does well Ironwood would feel safe and confident enough tell Winter…

Neon and Aro was already on the track, stretching. This time Harriet was able to join them, adjusting settings to randomly create hard-light obstacles or even rotate the individual tracks backwards or forwards.

Ciel and Xanthic were doing more general body conditioning with Flint and Ivori. As Accelerated students they were privileged to the more advance training equipment but also had higher expectations. She could see Xanthic eye the panel their instructor was using to set up the usual suicides runs and weights. Ciel elbowed her partner, a warning glare to _not_ hack the technology.

A loud explosion signaled the start of the speedster's race, plus Aro. For once the mechanic was leading right from the start. Harriet seemed to struggle to catch up, her semblance needing a warm up to reach top speeds.

For those with well-conditioned bodies and above average strength, Atlas Academy decided to focus on strength and Aura. Penny and Kobalt went through their usual warm ups at their own pace. Penny did it to blend in at first, but found that it helped her Aura and power unit prioritize and optimized her systems.

Her conditioning consisted of maintaining high Aura concentrations to bolster their physical bodies and further increase their offensive and defensive capabilities. Kobalt was skeptical of Penny at first. But after the first day of taking metal fist to her sides with little damage to her Aura levels he looked at her as a challenger. The rest of team FNKI and APCX were worried. That expression slowly stopped after the first few days but sometimes Ivori or Ciel would stare a little long. Aro adjusted much slower.

"Aah, fuck!" Her face slammed right into a hard-light barrier and she stumbled back. Neon laughed, passing her and taking second. The mechanic didn't get up right away, instead looking at Penny with guilty eyes.

Penny looked away first and focused on her Aura before each impact from the robot's fist. She tried to ignore the several blast that rang out from the track. After defensive conditioning, Penny's next exercise was continuous Aura control. She'll push a heavy block of metal, only unlocking the gears that bolt it down when her Aura level was at the threshold. Below and it would lock. If it was below for too long the block would slowly reset and push Penny back to the starting point.

By the time their hour and half Conditioning class was done both Teams were exhausted.

"I hate it when Harriet joins," Neon mumbled as they walked into the lockers. "All we do is run!"

"My legs are on fire…" Aro mumbled. This time Aro wandered directly into the showers, not bothering with her clothes or even closing the stall as she stood under the cool stream. It hissed angrily at her augments, cloud of steam quickly filling the showers.

Penny stared at her for a moment. Normally she would gather her clothes and slipped into another stall, opening her own vents and letting the cold water chill her systems. But Aurora really pushed her prosthetic this time. She was able to overtake Harriet twice. She even in regular sparing it would overheat. While not on literal fire, the temperature could be dangerous.

"Would you like some assistance in removing your prosthetics?" She asked.

"No softcore porn!" Xanthic said. Some students chuckled softly, too exhausted to be shy. Neon let out a whistle.

Aro didn't reply or respond. At all.

Penny looked closer. She didn't see the blue glow of her eyes through the steam. She tried to calm the protocols that instantly went to the worse scenario. Her tired Aura seemed to awaken again, energy suddenly flooding her system. It ramped up, as Penny took a step for closer observation. She barely saw any glow from all of Aurora's cybernetics and augments. She definitely could hear it humming loudly over the shower- Aro's body suddenly buckled. Penny watched as all power in her legs flickering off.

"Aurora!" Penny lunged forward, catching her. Her footing slid across wet tiles and she slammed with unfamiliar weight pressed on her. Penny took a sharp breath. The metal prosthetic really was at a dangerous temperature, even for her. She quickly adjusted to make sure her artificial skin didn't melt. "Aurora!" Penny laid a hand across her forehead and pulled her hand back. The horns around her head was the same dangerous temperature, even when it was directly under the cold spray.

"Move!" Xanthic shoved Neon and a few random students aside. In the hacker's hands was Aro's Scroll and red flashing warnings. "Agh! That idiot overheated- Neon! Get some medics!"

"R-Right away!" Neon was out of the room, a rainbow trail lingering behind her.

"Don't!" Penny quickly stopped Xanthic from reaching out with her bare hands. "It's too hot." The hacker's solution was to slip off her shirt, taking the extra time to thoroughly soak it in the water before wrapping it around the cybernetic legs.

Penny felt around Aro's skull for that hidden button for her aids. She ignored several warnings about temperature or how all her senses felt numb. She struggled to trace the cybernetics to a familiar spot she'd seen Aro press down on before. She didn't flinch at the hot steam blowing in her face when she finally found the manual release.

Everything was oddly numb but focused. Her own senses narrowed down to the single stall and Aro's breathing. Every so often Xanthic's voice would pierce the fog but Penny moved without conscious thought. Her hands felt around Aro's thighs without order. Pressing on the manual release when she barely felt the seam.

She murmured an apology, automatic and flat as Xanthic scrambled away from the steam. Penny released the other prosthetic and the hacker kicked the metal into another stall and turned the cold water on it. Penny was about to carry Aurora out but Xanthic stopped her.

"Penny!" It took a few yells of her name for her to focus. Xanthic's expression was nearly grounding. It was too conflicted, too concern to calm Penny down but it was enough to get her to listen. "Her… both of our augments are deeper than they look." The hacker confessed.

Penny braced the women against her own chest. It slowly turned into a hug. She faught the instinct to hold her tighter. She could barely differentiate Aro's breathing from the spray of water. She knew a tight grip would only do more harm so Penny focused on what she _could feel_. Aro's steady heartbeat against her own Aura wild chest.

That grounded Penny. Xanthic pressed a well-hidden button at the base of Aro's neck. After holding it down for three seconds, several slits along her skull but mostly her neck opened and vented out more steam.

Aurora let out a low groan that rolled and vibrated through her chest. Physically Penny relaxed. She adjusted her hold on Aro to angle her better under the cold water. Internally she felt ready to combust herself. Fear driving her systems so hard they temporarily malfunctioned and now her processors were trying to fix corrupted or missing data. Penny dropped her head onto Aro's shoulder. Her skin was much cooler now but still a dangerous 106 degrees.

The last conscious thing Penny remembers is watching the medics lay a soaking wet yet still feverish Aurora Glade onto a stretcher and pushing her away. Harriet gave Penny a look that barely held any guilt. "Team APCX will be notified when she wakes up."

Her high cognitive functions didn't return until lunch. She remembered a few hours after Aro feinted, Xanthic was called to assist in something regarding Aro's technology. As Xanthic's primary supervisor Ciel was forced to follow. Penny took notes throughout her classes with no real attention to what the instructors were saying. True to routine her body automatically wandered to the mess hall but Penny stopped. Without her teammates she had no reason to enter and pretend to be organic.

"Salutation Penn!" May's voice called out. Penny turned around to see the Huntress approaching her. She found herself burying her face into her shoulder, the pressure somewhat relieving the Aura building behind her eyes.

"Hey, hey," May gently whispered to her. Her hands rubbed up and down Penny's back attempting to calm her down. "Aurora will be okay. She survived the journey from Menagerie to Atlas and several White Fang assassination attempts. She won't die from her own augments."

Penny buried her face deeper into May's shoulder and nodded. She knew it was an unreasonable feeling but her protocols, processors, no line of code knew how to rationalize the fear and worry. Instead the same thoughts looped as if it would answer herself. What if her overheating cybernetics caused permanent neural damage? What could she have done to prevent possible said damage? How much _metal_ Aro had hidden under the surface? Then Xanthic's suspicions of experimentation-

Her thoughts clouded her analysis and kept spiraling until May pulled her into an unfamiliar area of the Academy. The dorms. APCX was one of the few teams that didn't live together or on campus. Xanthic's home was slowly becoming their usual base of operations but everyone also had their own places to retreat too.

In the elevator May pushed the button for one of the highest floors. When it stopped she popped the ceiling open. "By the Brothers," She chuckled, "Winter was right, they still haven't fixed this yet."

"Where are we going?" Penny asked.

"It's a surprise!" May said as if it was a suitable answer. She easily jumped through the hatch and offered Penny a hand. The metal women tried smiled and a pretended to accept her help. The elevator shaft looked a little unkempt, with a large panel missing in between floors. Before them was an open crawl space dust and cobwebs caused May to hesitate long enough for lock on the elevator cable to open and it slowly lowered.

"Ah, fuck!" May jumped into it and Penny followed after. Luckily the pair didn't trip on each other. They barely had enough room to walk normally and getting tangled or pressed against each other would be uncomfortable for May. The Huntress pulled out her Scroll, illuminating the crawl space for herself.

"Ugh. I remember this place being a lot bigger." May muttered. Due to the thin space she occasionally bumped into her. Penny grabbed her hand and held onto it. It was a numb feeling and she wasn’t sure why she did it until May squeezed back and flashed her a small smile. Whatever locked Penny's systems at minimum finally lifted enough to at least try and recuperate May's efforts.

"Can I get hints to where we are going?"

"Depending on what you ask." May answered.

"Is it a restricted area?"

May laughed, "Of course! Those make the best hideouts."

"Is it… surveillance?"

May's grin turned a little wicked for a moment, "Nope."

"Does Xanthic know about it?"

May winked, "I'm the better spymaster."

Before Penny could ask any more question they reached the end of the crawl space. May carefully pushed the wall, trying to slide it up out of it slits. It took four tries but it eventually popped out and she slide it aside. She had forgotten it was in the middle of the day. Her internal clock had told her lunch would be finishing soon and she should be making her way to Military Machinery Operations class. She deleted the internal reminder and adjusted the aperture in her eyes to filter less light in.

May stepped out onto a hidden platform, shadowed by another overhanging piece. The view was unobstructed by other buildings. While it wasn't at the very edge of Atlas, it was tall enough to get a view of Mantle below and the white snow of Solitas that stretched around for miles.

"Welcome to the… uh…" May's boisterous voice quickly lost steam. Her cheeks flaring pink again.

"I believe Robyn called it the _Dove's_ Nest-"

"Winter!" Penny gasped and ran out. She stopped short of throwing herself onto the Specialist. Winter gave her a tired smile and relaxed into the misting white fur of her summon. This time an Alpha Manticore. It lounged on its side, completely at peace with being used as bedding for two. "Aro…" Her Faunus was curled at Winter's side, eyes closed and those soft sleeping purrs rumbling from her.

"Woah, slow, Penn." May said quickly grabbing her shoulder. Penny didn't even notice she was running again. She slipped her hand back into Penny's and they walked closer. Aro was in a hospital gown, back completely bare but lower body covered in her boyshorts. Penny didn't get a good look at her earlier, with all the steam and water obscuring her vision. Right now Aurora looked a little flush, skin a little damn… like she was recovering.

"Is she doing better?" Penny asked.

"Ideally," Winter said with a frustrated sigh. "The hospital was making her… restless. So I took her here." May let go of Penny's hand and laid across the Manticore's back and wings to reach Aro. She pressed a hand to seemly clammy skin. Winter glanced back at Penny who didn't take another step. She smiled gently, completely free of the image she needed to maintain on military grounds. It reached her eyes. It didn't have a literal glow like Aro's but it did seem to light up, "My summons are completely under my control. Perfectly harmless unless I wish otherwise."

Penny couldn't help the skeptical twitch of her nose. The Specialist always sent constant waves of white Beowolves at her during training. Winter laughed at it, soft and light. The sound and sight of May with Aro melted Penny's guard enough to approach the usually dangerous beast. Her self-improvement codes told her skin contacted optimized her ability to performed under emotional stress. She mildly wondered if the Manticore would fulfill that odd requirement.

Penny slowly reached out. At first the Alpha Manticore didn't feel like anything. Just a cool pressure against her hand. Then slowly her processors adjusted, focusing on the tingling cool against her skin. Still very faint. "It's… soft and cold. Oh!"

The Manticore took a deep breath, pushing firmly against Penny's hand and letting out a growling exhale. Aro jumped a little startled. She immediately calmed seeing May's face and barely looked around to see Penny or Winter. A happy but high pitched purr came from Aro as she learned back into May's hand.

"Morning, doll."

May didn't answer but smiled, a light blush dusting her cheeks. With her eyes close and no aids communication was limited to sign and writing. May grabbed Aro's other hand, fingers tracing words onto her palm.

"I feel… hot. Dizzy. Headache." Aro's words slowly started to slur. May jumped over the Manticore, settling next to Aro. The mechanic immediately curled up to her chest. "I'm okay. Tell Penny I'm okay."

"She knows," May murmured, writing the words onto her skin.

Penny walked around, taking Aro's previous spot next to Winter. Once against the cool furs Penny nearly drifted into sleep mode. Her Aura was pushed during training and her simulations and processers kept burning an excessive amount of energy as well as-

"Penny," Winter gently called out. Her hand slipped into hers and gave a tight squeeze. The pressure paused the spiraling line of through. "Are… are you alright? Xanthic and Ciel informed me that we you a little… despondent. After the accident."

Penny looked at May and Aurora. Her eyes kept wandering end of her form and the abrupt end at the nubs instead of the usual prosthetics. She frowned and looked back up at Winter, "I was so scared…" She did everything right and it might have not been enough. It wasn't a problem she could fix. "I couldn't-"

"You did well and prevented any permanent damage." Winter quickly interrupted. "Xanthic and Dr. Pietro are drafting upgrades. The problem was a faulty part from my _father's_ company." She practically hissed out. The Manticore let out another growling exhale along with several other frustrated twitches. Particularly its tail, which hit May and Aro. The two grumbled, voice a little scratchy with sleep.

Penny giggled watching the pair try to adjust into the Manticore again. This time Aro was more awake and restless. She'd whine and wiggle, elbowing May several times. With a tired groan May propped herself up and pet Aro's hair slowly lulling the deaf women back to sleep. Winter and Penny giggled. The Manticore responded with slight jerks.

"If you wake her up again I swear…" May scowled at her. Aro grumbled and complained, a bunch of slurred noises and not any real words. She did manage to nuzzle May's hand, pulling it off her hair and pressing a kiss her wrist. All fight immediately left May. It looked as if her flight instincts kick instead. Though she didn't move with Aro curling against her.

"Sleep, doll." Aro murmured, pulling May back down.

Penny settled back into the soft furs of the summon. Slowly sleep mode turned power consuming functions. Combat analysis and _Floating Array_ was set to standby. Those thoughts that kept her alert, ready to respond slowly faded. She watched the sky, content to listen to Winter's giggle and May's soft groans.

"You should have kissed her back."

"Shut up. It's not that easy."

"Oh?" Penny glanced at May who seemed to fidget under both their gazes. Kissing seemed like one of the easiest actions a Huntress could do. "It takes at least 2 muscles to kiss someone. 23 or 34 for more rigorous types." May let out a panic noise, a little strangled as she was forced to restrain herself or wake Aro.

"I-I'm not. There's a time and place and heavily drugged and sedated isn't it!"

"Five more years won't be the right time either." Winter said. She settled on her side, half propped up to talk with May. Idly her thumb continued to brush the back of Penny's hand though her grip slipped into a comfortable position and strength. "If you're that much of a prude ask her out first."

"Oh that’s rich coming from a Schnee."

"I'm deaf but I can _feel_ you idiots talking." Aro loudly grumbled. "Go the fuck to sleep." May grumbled and complained, up until Aro suddenly propped herself up. She pushed May's back firmly against the Manticore and hovered over her for a few seconds. "Fucking. Sleep, Marigold." Then she practically collapsed onto her chest. May dropped an arm across her eyes, face a vibrant red. Winter hid another giggle behind her hand and completely relaxed against her summon.

Penny closed her eyes. Her low Aura levels and safe environment triggered Sleep mode, primary systems entering a low performance state and easing cognitive thought to the bottom of the power list. Power to her sensors was cut, limiting Penny to just her sense of touch and hearing. She couldn't feel the soft Manticore fur or the cold it gave off, instead she barely registered Winter's hand in hers. The soft purrs from Aro was temporarily hidden by May's deep breaths, a little shaky from how hard her heart was beating. Sometimes she heard Winter and May but couldn't truly process what they were saying.

_~~Oblivious relations: 4.~~ _ _Useless Lesbian: May Marigold. Penny Polendina._

_Error: System corrupted. Invalid analysis detected._

**Notes for the Chapter:**

> I wish i was a patient person, that way I'd have more chapter art and actually proof read stuff lol. oh well, at least yall get a quick update lol.


	11. Part 2. Chapter 10

**Notes for the Chapter:**

> FINALLY!! i've been wrestling with this for awhile and i finally figured its because i was adding unnecessary angst and details.  
> edit: 5/27/20 added pic to end notes

_Archive Encrypted._

Ciel and Xanthic were already at the Polendina Facility when Winter's summon landed. Aro was still sleeping, and without any knees she was a little difficult to carry but May figured out a way to gently cradle Aro against her.

Xanthic scowled and jogged up to them, "Dr. Polendina and my bots just finished a room for her," May nodded and quietly left. Xanthic then glared at Winter who was already a little exhausted, "And you! Just because she's not in critical condition doesn't mean you can just run off with her!" She nearly yelled. Her voice then dipped into a whisper, "Second, tell me before you bust her out! There was a lot of witnesses but I erased the footage anyway."

"You know Aro doesn't do well in confined spaces," Winter argued. Knowing she gets rather stubborn and impulsive behavior is less controlled when she's angry, Penny concluded she snuck Aro out without thinking, "Staying there would have caused unnecessary stress and panic."

Xanthic frowned. She calmed a little and crossed her arms, "You don't want to take that fall, Schnee." She said carefully. Penny stepped next to Winter and was a little surprised to see a subdued expression. Ciel and Penny exchanged confused and lightly concerned glances. Xanthic didn't sneer but instead walked inside the facility with her partner.

"That seemed like it was more than it appeared…" Penny noted.

"Xanthic censors a lot of the rumors that circulate around our little social circle," Winter explained. Her voice had a weary edge to it and her expression was a little sad, "She was just reminding me to be careful."

"You _are_ a celebrity, even among the top graduates." Penny stated with some pride. But Winter only seemed to scowl at that. Penny took carefully filed the conversation for further analysis. For once her curiosity was on the lower list of priorities for her power core.

For now her processors where trying to find a solution to a problem other people were more than capable of handling. She _knew_ Aurora was okay whenever her partner was in her immediate vicinity but once May took her inside, Penny started to worry. Winter took her hand again and held it tight for a moment.

"I want you to hear this from me," Winter started it. For some reason it activated Penny's fight protocols. She may have squeezed her hand harder than necessary but the soldier pushed on. "Aro nearly ended up in a coma."

Penny's felt like she was in zero gravity again. Her gyroscope spinning wildly as she fumbled for the ground she firmly stood on. She watched Winter's calm face slowly slip into worry.

Then Penny felt too many things at once.

She squeezed Winter's hand, consciously harder than she should, "You shouldn't have snuck her out." Winter flinched a little, she did nod in agreement. Then an immense fear and worry. Aurora told them she was okay but what if that changes. "What if she gets worse!"

Winter gave her a small smile. It was completely unguarded and even her strong shoulders relaxed. "I've known Aurora for years now. She survived worse."

"Her _brain_ nearly melted!" Penny's Aura built up in her eyes. It was pressure that couldn't escape and glitched out her ability to focus. Her eyes kept wandering until Winter gently cupped her cheek.

Her pale face was the only thing her frying processors could focus on. She looked confused, thumb brushing near the corner of her water-less eyes. Penny threw herself into Winter's arms. She was hugged tightly but her Aura still felt like it was pushing at all of her seams.

"She survived the reason she has those cybernetics didn't she?" Winter murmured.

"I… I don't want to hear it." Penny choked. Every system and protocol was conflicting with each other and her synthetic voice came out uneven. "Reason and rational isn't working right now. I _know_ Aurora is going to be okay but- but it doesn't _feel_ like it!"

"Sometimes you need to ride through it," Winter whispered. Penny found her eyes closed, face pressed to her chest. "What can I do to help you?"

"I don't know!"

"… And that's okay. We'll figure it out, Penn."

For a moment Penny thought everything went offline. She heard a soft and steady beeping along with the sound of breathily purrs and a light snoring. When she finally opened her eyes she slowly focused on Winter. She was tired, worry pinching her brows and corner of her lips. She still stood strong yet the ungloved hand that cupped Aurora's sleeping face was gentle.

So light Penny felt like if she looked away it would float away from memory. Instead another one drifted in, _You should kiss her_ , her simulators and memory must have malfunctioned at the same time because in her head she heard May's voice instead of Winters and Penny knew something about that sentence was altered.

Then she noticed the room and the machines. An IV of cool saline running through Aro's system to keep her temperature down. All the monitors showed signs of health like she wasn't in danger of her own systems. Then she noticed a warm hug and arms around her. She turned enough to get a good look at May.

At first Aro’s nickname for her made Penny… uncomfortable but for May, it was accurate. Her face was a little rounder than Winter, skin a few shades tanner and… Penny gently cradled May's face, detecting the temperature difference between her jaw and the blush that always dusted across her cheeks.

Winter, Aurora, and a few other Huntresses traded the arbitrary title of Most Attractive Women of Atlas, but Penny was starting to think May might be the most beautiful. She brushed the loose strands of hair behind her ear and found herself coming through nearly and arm length. She looked nearly unrecognizable without the lion tail wrap controlling it.

During one of her passes Penny much have pressed a little too hard because May stirred. She tried to pull Penny close but with her weight, Penny had to cuddle closer least she wakes up. Her other hand started to pat blindly at the space behind Penny. The more she grabbed at empty air the more displeased she was in her sleep. Winter came up behind them, hand sliding into May's just as she woke.

"Good morning," Winter said. She smiled at the pair and brought a kiss to May's wrist. May mumbled indistinguishable words in an affectionate tone. Content May let go and Winter's hand gently cupped Penny's cheek. "How do you feel?"

"Immediately upon awakening? Dazed and lethargic. Presently?" Penny thought about it. She saw Aro on the bed, unconscious but stable. She was surrounded by two elite Huntresses with enough stimuli from the skin contact to keep her Aura active through her system. There was something she couldn't quiet grasp, an emotion her processors struggled to identify because of so many variables and history and behaviors of the three ladies. "Safe and comfortable. I should be content but… I'm not." Penny frowned. Her body had no _needs_ so why didn't she feel fulfilled.

Winter and May locked up for a second and stiffly glanced at each other. Winter licked her lips, her cheeks pinking ever so slightly. "… Really?"

"Good morning, _Platinum!"_ Xanthic's voice sang loudly into the room.

"Gah!" May practically screamed. She half jumped, half thrashed her way onto her feet. At the door was both the hacker and Dr. Pietro. Penny smiled getting to her feet and pushing past two very nervous looking Huntresses. "Good morning… sir…" May mumbled, "Xanthic." For one she didn't address the hacker with guarded anger.

"Good morning father!" Penny said, adding a hug to the greeting.

"Good morning, darling," Dr. Pietro smiled at her. His grin grew a little when he looked at May and Winter. Penny tilted her head. She could tell Winter was struggling with her composure. Her movements were a little too stiff. May always worn her heart on her sleeve and she looked extremely guilty with blood crawling up her neck and cheeks. Perhaps she could go and comfort the women? Though the way she hunch in on herself seemed withdrawn, so Penny decided against it. "Good morning, Ms. Schnee, Ms. Marigold."

"… Sir," Winter's voice was clipped and she barely nodded her head. It was more of a small bow and a reason to glance away for a moment. She regained herself and looked at Xanthic. "Platinum? Is that a… _team_ name?"

"Me and Robyn's other two misfits were talking about it," Xanthic said with a grin. Her eye cybernetic eyes constantly glowed but this time it looked far to amused. "P-A-W-M. All of you are rich, two is heavily cybernetic, Winter _usually_ has a heart as cold as steel and May is… dense." In an oddly passive behavior, May lightly glared at Xanthic.

"It is a rather appropriate team name," Dr. Pietro mused, "And you four tend to _gravitate_ to each other." This time her father's eyes were twinkling in amusement while May looked ready to feint. Winter endured it, posture like a soldier but she was blushing rather hard now.

Penny frowned up at the pair, "Are you two okay?"

"F-Fine!" May barked out, voice squeaking a little. She cleared her throat but didn't relax.

"Relax! I'm just teasing," Dr. Pietro laughed. "Penny, Ms. Soleil is in the kitchen making breakfast, would you kindly help her?"

"Of course!" Penny smiled. She hugged her father once more before leaving. Oddly Xanthic was the only one following. She glanced back to see her father nonverbally gesturing for the Huntresses to stay. Xanthic laughed and pushed Penny forward. "Xan… why does it feel like I'm not quite understanding the full context here?"

"Because I'm pretty sure you and Aro are not neural typical," Xanthic's hand heavily clasp her shoulder. But it wasn't a menacing gesture, the grin on the hacker's face was too happy for that.

"Good morning," Ciel greeted as the pair entered the kitchen. Xanthic took a deep breath, enjoying the smell of fried bacon and rice. Penny's systems didn't have any olfaction or gustatory simulating hardware but she hummed in appreciation for Ciel's work. It was usually Xanthic that helped in the kitchen, or cooked outright but Penny took over the cutting station, slicing some meats and greens with mathematical accuracy and factory precision.

"Think you two can multitask?" Xanthic asked, "There's somethings me and Glade should have told you two."

"I think there's a lot of things you need to _confess_ ," Ciel said. She took the diced foods and sprinkled them over a cooking omelet. When she didn't get the usual bite back the officer paused and raised a brow at her partner. "Alright. You're being boring so this is actually serious… Oh."

On the table was a hovering projection of Aro and Xanthic's body. Their organic parts were in a muted gray. The cybernetic additions that was readily visible was in a vibrant blue, that included the cybernetics that raised out of the back of their heads. The color muted as it entered the body. Blue lines crawled deep into their brains, branching off into many directions. Another bulk of it traveled down Xanthic's spine a little.

For Aro it traveled all the way down to her legs.

A coma was just _one_ of the things that could have gone wrong. Penny quickly set the knife down and took a deep, even breath. She cleaned her hands with a rag, everything working without though as her processors tried to shut down her overactive simulators. Aro was covering, in a room with her father and Winter and May.

Instead she distracted herself by remembering Aro's file. As Dr. Peitro's assistant, Aurora Glade was one of the few civilian personal files Penny was installed with. She was from Menagerie, moved to Atlas five years ago.

Two years ago some SDC executives from the Watts family went to Vacuo for a business trip. Aro accompanied them. Despite Aro's survival my military personal considered the rescue mission a failure.

"Official records state that there were a handful of survivors _,"_ Xanthic told Ciel. "Only the family attendants and Glade survived."

"Didn't peg you for a servant," Ciel said, crossing her arms.

Again Xanthic smirked, "Bitch, I live as many different lives I'd want. Anyway," Xanthic tapped at the Scroll again. Slowly some parts of Aro's cybernetics turned red many of the components in her legs turned a _deep_ red. It faded along her spine but there was another intense patch of red in Aro's skull.

Very close to her brain.

"People with intense augmentation such as me, Glade, Penny and Ironwood need Dust to run our cybernetics." Xanthic started. Penny felt her Aura panic wildly in her chest. The statement was true. But for Penny and Ironwood the power was housed in her chest and had several fail safe to prevent it from overheating non-replaceable equipment, such as her memory core. None of Ironwood's cybernetics was directly integrated with his organic neural network, instead input was transferred via the bluetooth transmitter on his forehead.

"Aro has three power units, one for each leg and the base of her skull for her aids." Xanthic explained, drawing out the shape of Aro's horns with her hands. "We're getting rid of the dust core with these upgrades but if the back of our heads gets too damaged or overloaded with power, lightning Dust, whatever we're done…" She made the motion of slicing off her own head with a clean flick of her wrist.

"You two are a video game boss, got it," Ciel said turning around and resuming cooking. The bored drawl took both Penny and Xanthic by surprised. It stopped the panic from spreading and she looked at Xanthic, curious about her reaction. Interestingly the hacker had a slight flush and a surprised anger on her face.

"… Bitch. See if I open up again," Xanthic grumbled quietly to herself.

"What was that?" Ciel asked. She kept her voice flat and disinterested but from her angle, Penny could see both their expressions. Ciel glanced at Penny and gave her a small smile and a wink.

"The operation will be around 6pm." Xanthic lied with some bite. She surrendered the white Scroll Dr. Pietro lent her, "Here are the schematics so far. Since you are her partner we'll like your input but Glade will have the last word."

"That'd be a first."

"Aurora!" Penny gasped and turned around. She saw green hair and horns, all the little detail turned into a blur as Penny launched herself at Aro.

For once Penny slipped past the _Glyph_ but May quickly intercepted. She grunted hard, taking the full on tackle of a metal women plus the additional force of pushing into it. Penny was a little surprised at her strength but happy enough to wrap her arms around anything she touched. So May was good practice.

"Ow, loosen up Penn," May said with a small laugh. Still she affectionately ran a hand through her hair- or was about too. She suddenly stiffen and it changed to awkwardly patting her head. Penny frowned in disappointment. May and Winter tried to hid their smiles at the pout. Behind them Aro and Dr. Peitro laughed. She managed to walk over on unsteady legs to play with Penny's puffed out cheeks.

_"Ms. Glade is still injured,"_ Dr. Pietro said and signed. Penny was a little surprised at how fluidly his hands moved. His sign language wasn't as good as May's but he was Aro's mentor years before.

_"Technically, I suppose,"_ Aro sighed with a slightly amused smile. Penny promised to be gentle. She let go of May and gently hugged her partner. Penny noted that Aro squeezed back with only a fraction of her strength at maximum effort. But she was alive and not in a coma. So Penny squeezed just a little harder and buried her face in the warmth of her shoulder and neck.

For once breakfast was almost peaceful. Possibly because Xanthic was half busy talking about the possible upgrades with the Polendinas and occasionally Aro. The mechanic was a little slow and lethargic from the anesthesia. Her sea green eyes would sometimes glaze over from behind her glasses and it looked like she fell asleep for a few seconds. It happened less as the morning passed. One startling adjustment was Aro's deafness, it was much more pronounced with her older aids. She preferred sign language over verbal communication, happy to converse with May or to teach them new signs.

Occasionally Winter and May would give the hacker an odd glance or they seem to stay a little too long at Penny. Whenever Penny gave them a confused look they both blushed and turned away.

"If the brat is working here, I'll like to request time to visit my family." Ciel said glancing at Aro and Winter for permission. Aro blinked and raised a brow.

"If the bat… Oh! Brat," Aro glanced at Xanthic with a sneer. "I'm not worried about falling behind in lectures. Robyn can drop us off. I have…" She looked at Winter and May, "Plans…"

Under the table there was a hard sound and Xanthic visibly wincing. Everyone paused to stare at the hacker. She tried very hard to keep her composure but ended up crumbling a little from pain. Ciel's snort and hard laugh broke the stunned silence, "Did you really try to kick her _metal_ legs? Bare foot?"

"Shut it," Xanthic hissed, "One. No eating or drinking five hours before the operation. Two. Be more descriptive, you _idiot!_ It sounds like your ditching them." May and Winter frowned. If Penny had to guess why, it was that Xanthic knew Aro's secret while the pair was kept in the dark. Penny laughed at the soft envious look on their face.

Aro rolled her sea-green eyes. With a little more confidence she gave May and Winter a small smile, "I have a surprise for you two, and no… it's not me disappearing." She looked at May and sign, _"I promise."_

The huntresses seemed to relax but Penny frowned, "You're in no condition to set up a party."

"It's not…" Aurora had to pause, a deep embarrassed flush blooming across her face and to her wiggling ears. "Joanna, Robyn and Fiona are helping me. I'm just… getting a haircut."

"You are a shitty liar without _Focus,_ Ms. Glade," Winter said with a sigh. Aro made a complaining whine but didn't argue. She didn't look guilty but had trouble finding the words. It didn't help that May looked rather skeptical. "How long?"

"Two hours tops!" Aurora said earnestly, fist clenched tight and wiggling before her. Penny was remind of a child at first. But then remembered Xanthic's comment about needing a possible diagnosis from a psychotic. Perhaps it was more of a physical stimulation habit? No matter the reason, Penny smiled back. It was an adorable display of happiness from her partner that could have ended up in a coma or worse-

"I suppose that'd give us time to… discuss things with Penny." Winter said. Penny took a small breath, trying to focus on the present. She focused on the slow blush that raised to Winter's pale cheeks. She was trying to maintain her composure but slowly crumbled. Penny and Aro laughed softly at it.

The Mantle members of APCX headed back to Atlas with a curtsy ride from the rather happy group of huntresses, minus May. Fiona was practically bouncing in place while Joanna was grinning widely. Robyn was the only calm huntress of the group. May didn't speak much. She signed gently with Aro, possibly trying to staying or to allow her to help. Fiona groaned and had to push May away.

"Take the hint, Marigold! It's a surprise for _PASM!"_

"… You really did talk about it with Xan…" Winter murmured giving her former teammate a disbelieving look.

May just shook her head "Oh! Yeah but…" May still looked nervous. Penny wondered if that's how she looked as soon as Aro left her sight yesterday. As a precautionary measure Penny took May's hand and squeezed it, similar to Winter's strategy of calming her down. May looked down at her and squeezed back but the worry never left her face. "Promise me you'll be careful, alright? Dr. Pietro said to-"

"Avoid anything that's heat up my neural augments, don't manipulate Dust, let my Aura recharge," Aurora said droned on in a playfully bored tone. She rolled her sea green eyes, "I have three people to makes sure I don't do anything _too_ stupid." Fiona giggled hooking their arms together and tugging Aro to the airship.

"She's been planning this thing for almost a year and I don't have your patience!" Fiona said. She pulled a little hard, making Aro jerk and stumble a little. May let out a distressed noise and tried to surge forward but Penny linked their arms tightly. With her superior strength she kept May rooted to that spot while Fiona hurriedly dragged Aro onto the ship with a laugh. "You'll thank us later."

"See you soon!" Aro called out as the door closed. May grumbled staring as the airship left with a sad pout.

"What me and Penny aren't good company?" Winter asked a little teasingly.

May pouted a little harder, arms crossed. "It's not the same without Aro… and… and her semblance is off because of the drugs so I wanted to spent some time with _her_." She said softly. An sympathetic silence fell over the three. She did manipulate the General of an entire Kingdom and misleading May seemed to be a common occurrence in the past.

Penny could not simulate the history the other two went through and she only knew Aurora for nearly two months now but there wasn't a day they haven't been at each other's side. "Her company is always a pleasure, but even more so without _Focus,"_ Penny agreed squeezing her hand. "But… If you waited five years to be romantically involved-" At the word May grumbled and tried to run. Winter laughed gently and stepped in her way. Penny pouted, complete with a soft verbal que to get May's attention. Penny grinned and giggled to see how flush her face was. It reminded her of the Welcoming Fair. "Your patients is astounding, Two hours should be easy for you."

Winter stepped in close, standing shoulder to shoulder in leu of linking arms, and leading May away from the military facility.

"Speaking of romantic intentions…" Winter started. There was a light blush on her cheeks again but not as bad as May's, who's flush caused her steps to falter a little. Penny quickly slid her hand up, linked her arms with May and helping her catch her feet. "Penny… you mentioned earlier you wanted something more," Penny nodded. It was a conversation still in her cache memory, "Were you talking romantically?"

Penny paused. She looked her hand joined with May's. Her scheduled maintenance reminded her of all the reason they weren't compatible. She needed to change knee and ankle joints due to the heavy impacts from her dive maneuvers with _Floating Array,_ her gyroscope needed an upgrade to adjust to Aro's artificial gravity that was _in constant flux_. Penny's _artificial_ nature…

"I… I don't think I'm capable of romantic-" Penny's explanation was cut short. May snorted back a laugh but it slipped out of her anyway. She pulled her arm until their hands were intertwined again and held them to Penny's face. Her face was oddly smuggled for the blush on her cheeks. Beside her Winter raised a brow with a small grin as well. Penny huffed back at them, pouting a little as her Aura stirred up excess heat. "It's a comforting gesture!"

"Y-yes…" May blushed and looked away. "But you do it when we're not sad or stressed."

"I like the physicality," Penny admitted looking down at her feet for a moment. Touch was such an odd sensation. There was so many things behind it from texture to application, and in this case context. She was inexperienced many of its but not ignorant of them.

"I understand returning Aro's physical gestures, but you've never cuddle Ciel or Xanthic." Winter stated.

"Because they are different people." Penny answered. With the current line of inquires Penny was able to spot the one information she was missing. "What's the difference between romantic and platonic affection? Aro blows kisses and cuddles with Fiona."

The two paused for a moment, stunned. Then May let out a soft human growl of frustration under her breath, "Aurora… Making shit hard even when you're not here."

"Platonic and romantic affection can be very similar…" Winter mumbled, "But with many people there is a distinct difference, they usually aren't as physical as we are." She glanced at their joined hands with a small smile.

Penny tilted her head. Her simulators tried to create a scenario of the four dating but she couldn't imagine anything new, "What would be different?" She asked.

"I'd get to kiss you," Winter said. The new tone and intensity surprised Penny. For a moment her shoulders squared and eyes darken in a way that sent her Aura spiking unevenly throughout her body in a shiver and pleasant hum. Several offensive protocols were triggered, but one protective code caused an odd malfunction. It was a challenge she wanted to win and lose, watch and participate. Penny refused to turn away from those blue eyes but she did tilt her head in confusion.

"By the Goddess and Brothers…" May muttered softly. She was a little short of breath and couldn't meet either of their eyes. "She's a top."

"You didn't pick that up during the Welcoming Fair?" Winter asked with a raised brow. May didn't respond verbally, she was a little too embarrassed. She flashed several rude signs.

During their talk Winter had steered the group to the bubble tea place they had visited when Penny first met them. May quickly fled inside to order their drinks, leaving Penny giggling while Winter laughed softly. They took a seat at the same table Winter had sat her down after her first panic attack.

Penny took Winter's hand and squeezed it gently. She recalled the memory for nearly two months ago. It was different with Aro, no excited buzz in the air or a lazy ocean calm. It was different with Winter now too. In the past and present Winter was happy and content, but there was subtle differences in behaviors… Now her touch lingered longer, she seemed content to be in Penny's presence rather than completing an objective.

"I think I understand what you mean by platonic and romantic affection," Penny said. The memory of the Welcoming Fair came to mind, the happiness she felt light in her chest as she watched Aurora and Winter hide in plain sight with affectionate touches. Ciel ended up winning back the money she lost during the first bet but Penny felt like she benefited the most from it. "Though I don't know if I am capable of romantic relationships…"

"Your father mentioned something similar when he was talking with us," Winter said. "Aurora… confessed that she only had one romantic partner." For a moment Winter's gentle expression soured and she glanced away at Penny, "which ended up with her unable to control her semblance."

"Oh…" Penny felt… oddly relieved but a little furious. Relieved that she wasn't the only inexperienced member, furious that someone hurt Aro so much her semblance couldn't deactivate.

"Would you like to try it?" Winter whispered. The slight wavering and fear in her voice was an alarmingly new inflection. Penny didn't like it and she tried to comfort Winter by rubbing her thumb over Winter's and squeezing her hand. "Date all three of us?"

"Hm…" Penny ran a quick simulation but no matter what parameters she set she kept getting an error. "You three are only people I'm interested in trying with."

Penny hadn't realized how rigid the other women had become until all tension melted from Winter. Her spin relaxed and she looked almost smaller somehow- Penny tried to hold in a gasp, her sensors flaring wildly as her analytic systems tried to interpret a new sensation. A simple and gentle kiss to her fingers.

"Your father also explicitly asked us to take it slow," Winter added, "He was rather confident we'd be able to restrain ourselves to your pace, since we waited for Aurora."

"It was really embarrassing," May said. The two jerked apart, head looking wildly for their third partner. Penny's systems kept directing her forward but her visual analysis confirmed… May dropped her invisibility field, a tray of four drinks in one hand and a Scroll with a blinking recording light in the other. Her face was almost as red as Winter's and a bright grin on her face. "You were always such a _white knight,_ Winn."

"I can't believe- You recorded it?!"

"Aro would want to see it!" May protested. "Would you rather have Xan show her a recording?"

"Ugh, please don't mention her," Winter groaned relaxing back to the table, shoulder pressed comforting against Penny. May only pocked her Scroll and quickly pulled the pair up by their joined hands with a laugh.

"Aurora's done! We're meeting her in Mantle."

"That was not two hours. Not even an hour," Winter frowned.

"She did say two hours _maximum,"_ Penny clarified. She linked her arms with Winter. At first she tensed then relaxed and leaned into her, she glanced down at Penny with a warm smile it nearly overheated Penny's power unit. Winter leaned back into her.

Winter may have misused her rank to get the fastest transport as soon as possible and May might have pushed her semblance a little far so Penny could pilot the airship beyond safe city limitations. They didn't end up at Aro's home or a salon, instead it was a body modification shop with experimental dust procedures called _Turk's Bodily Transformations._

Penny and May gave Winter a worried glance. Amongst the three she was the most experience Dust user, so she would understand the full consequences of direct applications of Dust on an organic body.

"Joanna Greenleaf…" Winter muttered between gritting teeth.

Through the window they could see Joanna and Robyn calmly chatted on the couch till they both saw them through the window. Robyn waved them in. It was a small race between May and Penny, both women quickly walking to the door. May's longer legs entered the body modification shop first, the door hitting a soft wind chime. Penny paused a little. It was rare to see hinged doors instead of hydraulic ones.

"You three got here fast," Joanna said with a light sneer. "Has that patience finally worn out, May?"

"Shut up," May mumbled, "We're just worried."

"You can worry for a few more minutes… or an hour," A voice behind the sectioned room and curtain said. The sound of a tattoo gun paused and a head marked with ink and some metal poked through the curtain for a second. Penny caught the wicked grin and altered fangs as she disappeared again. "Oh wow! They _are_ pretty. Azure and Arctic would be jealous."

May frowned glancing at Robyn and Joanna, _"Who…"_ They both signed they didn't know. But judging from the décor and atmosphere of the body shop, they were people from Menagerie. The style was almost Minstral but the Faunus had a distinctively functional design to them. Surviving outside the Kingdoms was difficult, so they adopted any advantage they could find while keeping their Faunus pride. This included Atlesian fashion and technology. Much like Aro it was a mix of two cultures.

"Can you not!" Aro said complained softly. She got scolded for squirming and it took a few seconds for the tattoo gun to hum again. "And I'm not getting the full piece… I don't even feel right getting this one."

"Brothers above _and_ below know you deserve it," they heard an unfamiliar voice say. "Can you activate your Aura for a second again? Thank you. Rumor has it Sienna regrets not intervening. If you were there Menagerie would probably have a CCTV tower by now."

"Hopefully with the transfer my… the Glaives can get one up soon."

"If the Glaives don't out right leave Menagerie," Turk snorted. "Alright! I think…" They're voice paused. The tattoo gun took frequent pauses as the last marks and touch ups were made.

"Oh my, it looks great Aro! Don't look, there's still a little blood." Fiona suddenly said from behind the curtain.

"Aura please. Thank you." There was a short quite pause. Penny finally heard the sound of water, a little miniature stream and pond on the desk. Next to it was a portfolio laid open. Penny flipped through it. Surprisingly it was all Faunus with various of modifications. Unsurprisingly some of them were a cybernetic. Penny was particularly interested in the Faunus women with gills on her neck, a thick metal plat protruding from her spine and a hard-light tail extending from it, like a sting-ray.

"And done!"

"May! Get out the surprise isn't finished yet!" Fiona yelled. Penny turned to see the curtains fluttering. Fiona shoving May away and seating her by Winter. "You waited five years! Just a few more seconds so she could get dressed."

"Yeah you perv," Robyn taunted with a laugh.

The shop owner left the private room first. They smiled eyes a lit with a kind of predatory amusement. She walked straight to May and offered her hand. "I'm Turk! Pleasure to finally meet Aurora's mate."

May choked and faulted hand wavering in the air. They threw their head back, rumbling laughter coming from deep in their Faunus gut. Turk's hand clasp around May's wrist in a forearm shake.

"Turk, please don't harass her." Aro pleased.

"Very well Ms… Glade," Turk said walking behind their counter. They stripped the gloves off their hands and went about cleaning various of shelves and drawers.

"I-I'm not- Fiona!?" The curtain fluttered again. Fiona emerged first, forcefully pulling a half dressed Aurora… Glade. Penny's processors slowly hyper focused on the new in slipping between nearly exposed breast. Then up to her collarbone where it flared out a little, and deliciously higher to her neck. It was a mix of circuit board wiring and tribal Menagerie designs.

"You… you weren't lying about the haircut," May noted. Penny saw the Huntress awestruck at Aro's face. Penny gasped and quickly walked over. She made sure not to collide into her like how she wanted too and made sure to keep her hands off Aro's chest, least May scolds her again. Instead she ran her hands over the buzzed sides of Aro's head.

"It feels so soft!" Penny gasped. Aro giggled as her fingers passed over her scared Faunus ears. They flicked free when Penny played with the new piercings in them. Then her hands traced the cybernetics going deep into her skull.

"But… you're image?" Winter mumbled. "You're _business-_ "

"Aro gave up the ADC!" Fiona blurted, nearly jumping up and down and clapping her hands.

Penny quickly pulled her hands back and held Aro's arm, steading her as she whipped around to make a grab at Fiona. When the sheep Faunus escaped, Aro made an odd complaining growl. "You _promised_ me that I'd get to tell her!"

"I made that promise _two months ago!"_ Fiona yelled back.

Nervously she looked back at May and Winter. The elite graduates was rendered speechless, eyes wide and for May, mouth a little open. Aro whined again under their gaze. She shuffled, trying to step behind Penny but the metal women easily held her partner to her side. Joanna and Robyn signed encouraging comments.

"There's no official statement yet, I'm letting the public figure it out for once. There's still paper work but everything was finalized during my trip to Vale-"

"Ugh, and I was so mad too," May mumbled.

"You have every right to be… I blackmailed the General, for starters, I wouldn't trust me either-" May swept in pulling the two trainees into a hug. The fear that was creeping into Aro's voice softly faded, leaving only an uncertain nervousness. "So… You- you guys like the make over?"

May stepped back, standing next to Winter. The Specialist had that devouring look in her eyes again, hands flexing at her sides before clasping behind her back. Her eyes were intensely focused on the new ink, particularly to where it disappeared under her half buttoned shirt.

"I can show you my appreciation later," Winter said. The even control and calmness of her voice sent a shiver down Aro spine and blush racing across May's face.

"It's," May cleared her throat to get of the low heated tone. She swallowed a few times before calming down enough to touch Aro's neck, just shy of the ink but slowly getting closer. "It's beautiful."

"Thank you," Turk chirped. The four jumped a little and the other three happy Huntresses giggled or sneered.

"Now kiss!" Fiona yelled. May laughed and rolled her eyes. She did pull Aro into a kiss on her temple. "Ugh! Come on we've been cheering you two on for _years!"_

"We're not one of your dumb romantic comedies and dramas!" May frowned at her. Winter chuckled lightly, her voice still a bit too husky. She opened the door, nonverbally convincing the her partners to walk out. The rest of the Happy Huntresses stayed in the shop, trying to wring more personal information about Aro from Turk.

Penny found her hand tightly intertwine with Winter's, her eyes occasionally glancing at Aro and May, their arms happily linked together broken only when they needed two hands to sign. Her processors were slowly cooling off in Mantle's cold air. Penny quickly archived and favorited the past hour so she could review them. Despite how advance her memory and simulations are, it wasn't even close to reality. The feeling Winter's cool presence at her side or hearing May and Aro's laughter. Simulations couldn't mimic the lips that gently brushed against Penny's knuckles again or the way Winter's eyes soften when they were a few inches apart.

_Decoding skipped._

**Notes for the Chapter:**

> __  
> 


	12. Part 2. Chapter 11

**Notes for the Chapter:**

> posting 11 and 12 at the same time to avoid it being a REALLY long chapter.

_Memory Defragmentation. 69% Completed._

Xanthic's recovery was near instantaneous, there was less to adjust to as her prosthetics only consisted of her eyes. Aro was projected to recover by the end of the week. They had made major changes to Aro's neural implants and minor changes to the connectors of Aro's prosthetic legs and the legs themselves. There was no new incisions or other organic damage so it was just a matter of practice and familiarizing herself with the new software.

Aro decided to recover in her own home down in Mantle, an idea May and Winter was all too eager with. Penny saw an envious glare from Xanthic as they left… It took a moment to remember that she was a criminal, a prisoner in her own home. Possibly one of the most heavily surveillance areas outside of the military… Before turning away something in Xanthic gaze changed but she retreated into her large house all the same.

Penny moved most of the furniture in Aro's living room before the elite graduates had a chance to help. They stared in muted amazement and perhaps flustered at the display of strength. Penny grinned up at them.

May slowly set Aro on her feet and helped her walk while Penny and Winter went over the schematics of Aro's new legs. Or they were supposed to, instead they'd watch Aro attentively take a few steps into her living room and May rushing to her side as she started falling. The two laugh as May caught her each time. Penny watched May's hands gently trail over Aro's body. Sometimes they were objective, only wandering over her hands and arms to balance Aro. Other times they were selfish, wandering up her arms and to Aro's wide shoulders, then her neck…

When they were lucky Aro would trip and their faces would be inches from each other. Aro would bring them closer laughing and pressing their foreheads together. May laughed too, but her eyes were a little focused on Aro's lips.

"Stop being so sweet," Aro would said pulling away with an odd smile, "I don't deserve it." Penny and Winter frowned, glancing at each other.

"I disagree," May whispered. She cleared her throat, "Is blackmailing Ironwood supposed to be a turn off?"

"If you were smart."

Lingering exchanges like those was one of the few differences Penny was able to observe now that the four of them were _dating._ It was difficult to separate the platonic behaviors with romantic ones but perhaps using two women who pinned over each other for years was a bad example. The pair have always been affectionate with each other, their touches might linger a little longer now but… Aro wasn't hiding behind her glowing eyes as much. All Penny found was unguarded emotion, her words were blunt and fumbling without _Focus_ planning everything in advance.

"Penny," Winter sang softly in her ear. She jumped and gasped in surprised. Winter chuckled softly. Her arms slowly wrapped around Penny's waist and she bent a little to rest her chin on Penny's shoulder. "You've been lost in your thoughts for a while now. Everything okay?"

"Just…" Penny leaned back into the embrace. Winter's cool Aura was lovely against her heated skin. It helped calm down the flight mode Winter accidentally triggered, and the embarrassment that followed. It wasn't skin contact but it was contact. "I'm enjoying the atmosphere generated by lovely company."

"Oh, I'm sure that will change as soon as Aro can walk again," Winter teased, eyes glancing up.

Aro scoffed signing a few taunting and rude gestures with a playful smile. Penny was a little surprised she kept her balance long enough for that. Her partner, leader, and girlfriend took a few steps forward before tripping over her slimmer prosthetics and nearly falling hard. As always May caught her in time.

May tried to separate herself from Aro but the huntress held her hand. Then linked their arms when Aro's balance on her new legs faltered again. "You need to move your toes, doll." May laughed.

"That's so weird!" Aro softly yelled. Her ears flickered and arms waved a little, venting out some energy she couldn't express verbally. She looked down in her feet with concentration. It took a few seconds for her toes to wiggle. "I haven't had toes in _years…"_ She mused softly.

Winter and May looked pained for a moment as Penny flicked through the schematics for a possible solution. "Your new legs still have the functionality of your previous ones with the added aesthetic benefit of being modular," Penny said. Her old legs were military grade and militant in appearance. The ones Aro had on now mimicked organic civilian legs with her heavy body type. "Xanthic created some modules that mimicked your previous design as well as some suited for several other occasions."

"Such as," May scowled a little. Penny had noted her irritation spiked when she said the hackers name and chose to ignore it like the others did.

"Ball room dancing, sleep, swimming," Penny listed.

Aro perked up, bouncing to her and pressing to Penny's free side. "Show me!" She said, arms wrapped around Penny's waist, fingers finding Winter's and intertwining. Penny giggled as Aro's wiggling ears brushed over her own. May sat on the floor, slotted comfortably between Penny's legs and head poking through her arms to look at the Scroll. Penny lowered it a little so avoid May straining her neck and flicked through the parts.

"I haven't worn heels in forever!" Aro said gasping softly at one module. She dragged two fingers on the screen to get study it from a different angle. Everything from the knee down was an elaborate design in Aro's colors; soft pale green, aged or polish gold and deep royal purples. But the real highlight was the feet, designed to replicate fashionable and expensive heels, something you'd find in Winter's closet. Aro's smile dropped, a little sad as _Focus_ turned off. Penny stared at her a little surprised. It didn't flicker, just… deactivated. "I kinda miss wearing feminine clothes."

"You like skirts and dresses?" Penny asked quickly. Her partner's outfit usually consisted of an Atlas Academy uniform, customized to mark her status as a student of the Accelerated Program with the cord given to third and fourth years, her broiler suit for combat and work, or some kind of tailored suit

Aro gave her a sad look, "I love my public image but I hate being _stuck_ with it." Penny tilted her head and nodded, though she didn't quite understand the perspective. She was constantly with Aurora, she wasn't just a picture in a magazine or a gently stoic presence on screen. She never really looked into what the easily manipulated media thought of the… _secretly_ former businesswomen.

"Perhaps new purchasing new apparel is in order?" Penny asked with a tilt of her head. Her simulators had a hard time creating an image of Aro in a dress or skirt, which only increased Penny's desire to see her in one.

"Then let's go shopping!" May said with a large smile. Winter groaned, pulling away from their cuddle but all three of her girlfriends laughed, mostly May who's laugh was a little wicked, and pulled her back. "Come on! It's been _awhile_ since I got to dress someone up! They'll need new clothes for Vale's hot as fuck climate too. Don't want Aro overheating again…"

"Let's go," Immediately Winter stood up, her strength nearly dragging all three of them onto their feet.

There was some look of regret on Winter's face when May took them to large store in Mantle. Penny giggled at the former heiress of the Schnee Dust Company and pulled her in by her hand. Winter did relax seeing the various styles, they ranged from feminine to masculine, from Menagerie to Atlasian. At the counter they spotted a new but familiar tattooed face on her Scroll.

"Salutations Turk!" Penny said with a smile and wave.

Turk jumped a little but smile at the new customers, "Call you later, Tukson. My favorite patron and her mates found me," Turk said. May looked away, a blush hard on her face for a moment. Her embarrassment only made her a target to the Faunus' predatory gaze. "Right… Will do, see you soon." They hung up and leaned against the counter nearly looking like a satisfied cat after dinner. "My brother says hi and to warn him next time you order… tasteful comics."

"Sunstone came in?" Aro gasped with a light bounce.

"Yep," Turk nodded. She studied Aro a little, eyes focusing on Aro's usually displayed cleavage. At her side Penny could feel Winter tense, and when she glanced over there was a protective, perhaps jealous glare. Then Turk smiled, "You're looking much better Aro. New tattoos causing any trouble?"

"Everything good, boss!" Aro said with a playful salute. "So far. My girls haven't let me play around with Dust yet."

_My girls._ Penny stared at Aro's odd choice of words. It made her feel… conflicted at first. She wasn't an object, she wasn't a weapon, but soon the cherishing warmth and protectiveness in the tone droned out her insecurities. At least a little. Penny would have to further analysis the phrase and emotions. May seemed to be having similar thoughts and reactions to Penny, but stronger. She let out a embarrassed noise, quickly unlinking her arms from Aro and escaping into the racks of clothes muttering something about finding a new outfit.

"You were always the odd runt of the litter," Turk mused looking back at Aro. It was then that Aro became a little stiff and guarded. Her ears strained out even if her shoulder didn't tense. "Your humans are very cute though-"

"I'm choosing to ignoring your patronizing," Winter interrupted with a hard glare. Turk didn't seem fazed, instead they just raised a brow in odd satisfaction. Where all Menagerie Faunus like this? Was… Aro like this or did _Focus_ hid it? The Specialist looked between them and Aro, "What your implying… the tattoos _react_ to Dust?" She asked Aro with an accusatory look.

"Dust and Aura," Aro said, voice defensively. Her eyes shifted away as she took a smooth step back with a shrug. "It's not harmful-"

"You say that while it's untested," Winter said.

"It's been through _generations_ of testing," Aro said in a near growl, _Focus_ leaving only a glowing white pupil. She looked… a panicked with her ears pinned low at the angle Penny hated the most. The sudden outburst shocked her two girlfriends into silence. Their reaction caused _Focus_ to flicker. It didn't deactivate it shrunk and stayed. "… Sorry," Aro muttered looking away and retreating after May.

Penny saw Aro burry her face into May's chest pulling her girlfriend in for a tight and comforting hug. May looked at them, confused. _"What happen?"_ She signed at them.

_"I upset her, sorry,"_ Turk signed back. May glared hard at the Faunus and lead Aro further into the store. The tattooist and store clerk turned back to Winter, "I'll give you this for free to make up for ruining your date. The ink for those tattoos are made from flowers that grows around Dust crystals and deposits."

"Sounds… very traditional." Winter drawled, "Thank you for the new information." She briskly marched walked away with Penny following closely after her. She looked between the two Faunus who awkwardly avoided staring at each other.

"Are Turk and Aro friends?" Penny asked softly. Winter closed her eyes for a brief moment. The tension that had slowly drew her shoulders tight melted a little when Penny linked their arms together.

"Perhaps?" Winter said hopeful. Then her voice soured a little, frustration a little more than boiling, "Aro has certainly never spoken of her previous life before Atlas." Penny blinked and briefly went through her memory banks, even the archived ones.

She couldn't recall Aro speaking about her family. Ciel constantly worries about her family and visits them whenever possible. All the money from various betting pools were given to her family. Even Xanthic talks about her uncle. Aurora spoke _about_ Menagerie but never touched upon her personal experiences... It reminded Penny of how she drew upon the information she was preinstalled with.

When the pair found Aro, her ears perked up and she smiled brightly at them. May looked a little distressed at her side, face a little red as she had a handful of lingerie instead of public appropriate clothes.

"Please talk her out of it," May asked.

"Hm," Winter pretended to be stoic. She stared at Aro's glowing eyes, as if trying to determine if this was an honest or an act. Instead Winter turned her attention to May with a controlled and level stare. "The purpose of this is to buy clothes that would prevent Aurora from overheating in Vale. The current selection of clothing would work." May's eyes widen, the blush tinting the tips of ears. Aro grinned happily. Some of her un- _Focused_ behavior such as the small bounce and flap of her arms broke through. Winter sighed and patted Aro's head, "You need to wear some kind of jacket or shawl with it. Understand?"

"Yep!" Aro said, nuzzling into the palm, even rising to her new toes.

"And we _are_ getting you real clothes," Penny added. May let out a breathe, blood slowly returning to her limbs. Aro agreed but stuck out her tongue and Penny saw the glint of metal through it. She tried to remember if that was another new addition or not.

It took nearly an hour for Aro to relax enough for _Focus_ to deactivate again. Turk would occasionally help, or try to.

"I tailor and embroider Dust into the cloths. I'm just covering a shift." They said through the curtain. Turk's didn't trigger _Focus_ , but they also avoided any familiar talk, instead talking fashion with May. "Lingerie and loose robes are quiet popular back in Minstral, especially during the summer. I could find that easily enough."

"That… That'd be great!" May said as Aro stripped out of shorts and another loose sleeved but thin top. Aurora had a weightlifter's build, muscles hidden under fat and sculpted in areas that didn't store it. Such as her back and arms. She usually wore a sports bra or bralette, this time it was a simple cross back bra with a matching thong that held the huntresses attention for more than a second.

Her back was facing them with a full length mirror still showing her front, Penny had a hard time deciding if the faux modesty was habit or tactful choice. After nearly an hour of _watching_ Aro dress and strip, Penny understood her partner's selection of clothes to be more out of necessity rather than preference. Muscular back and shoulders made pulling shirts over her horns difficult. But her girlfriends didn't step in to help quite yet.

They just… stared for a few minutes. Admiring the… muscles that flex with each small movement… every breath…

When it was clear Winter and May was too busy restraining themselves, Penny took a step forward. To help. Her curious hands didn't linger over skin inches away from the tangle top. She wasn't slowing down to archive the sensation of hard muscle under soft civilian skin. She was completely objective in her goal of guiding the shirt over Aro's shoulders and neck. Except Penny's slow touches acclimated her sensors to Aro's _warm_ body and she nearly shivered at the rush of cool air when her hands had to leave her girlfriend's skin to make sure her horns didn't cut into the fabric.

"Thanks, _Penny_. _"_ Aro said, giving their two other girlfriends a teasing glance. She gave Penny a light kiss on the lips as a thank you.

Penny tensed for nanosecond. Her Aura flared across her processors trying to analyze and save the new sensation that buzzed across her lips but it was already overloaded with the feel of Aro's back. The short contact wasn't enough to decipher, so Penny followed Aro's lips. She felt flexing muscles far beneath those soft lips, under her fingers she could feel Aura heat the ink on the base of her throat. Then a sound, hot breath across Penny's face and a small tremble from Aro as her back hit the mirror.

"Penny," Winter's voice, lips and breathe grazed her ear. Penny was encouraged back by cool hands, but the new expression on Aro's face had her craving more. She was dazed and flushed, heavy chest rising with deep breaths. The energy humming in the ink slowly faded, but it lured their eyes down and down.

May closed her eyes briefly, trying to keep them from wandering up and down her inked cleavage. "I'm starting to think this was a bad idea."

"Oh you think!?" Winter snapped softly. When everyone managed to look Aro in the eyes again she work a smug grin that complimented the breathless and disheveled look.

_"You look thirsty,"_ Aro signed. May let out a strangled noise. Quick glance and Penny could see her chest struggling for air, her neck and cheeks turning a lovely pink and growing darker. Winter growled in frustration, eyes hooded and _hungry_. Penny was busy trying to balance a power surge as her Aura flared. She wondered if it was illegal that the sign for thirsty was an index finger drawing down the throat, and what kind of punishment would be appropriate for the slow, _teasing_ emphasis Aro placed on it.

"Ahem," Turk cleared their throat from beyond the curtain. Everyone jumped a little. Penny was suddenly aware of how often their intimate moments were in public. Perhaps they'll need to discuss that. "Here's a few robes. Also we Faunus have sensitive noses… so either fuck and make it quick or hide the boners when you leave."

Aro gave a breathless chuckle, making sure to avoid May's direction as she shifted uncomfortably in place. _"I'll behave if you_ three _behave,"_ Aurora promised in sign language. Penny and May quickly nodded. Winter looked as if she wanted to rebel before shaking her head out of her heated daze.

"You're advice has been noted but unnecessary," Winter said. She reached out and pulled the new selection of clothes for Aro to try on, a little surprised when there was a little more than just robes. There were some outfits that suited Winter's figure, Penny's adorable and vintage aesthetic, and May's current dress.

"Your welcome," Turk sang as the couple heard their footsteps wander back to the front counter.

Penny tried to be more attentive to the difference in their behavior after that. Aro had always been physically affectionate, May was always easily embarrassed and Winter was always snuck in gentle smiles and touches when they were on military grounds. So the difference was very subtle, something she only noticed as the weeks passed. 

At first it was small additional behaviors. Aro's physical affections became lingering touching that danced over their skin. She loved to embrace her partners from behind, arms slowly wrapping around their waist, sliding down into a snug fit around their hips while her head found a comfortable spot on May and Winter's shoulder, or in Penny's case her head.

May's reservations and fears transformed into an excited energy. Her embarrassment didn't stop her from doing almost anything to get her girlfriends to smile. From horrible puns to outrageously clashing outfits during impromptu fashion shows during small shopping trips at the malls.

Though Penny found Winter's _dating_ behaviors to be the most… unrestrained of the three. Not always. Most of the time she was gentle with Penny, holding her hand and kissing her knuckles and wrist. When they were alone, Winter's hands would travel up her arm and neck. The sensation would freeze Penny in place as her Aura raced through her system, temporarily overloading everything with a pleasant buzz. Winter's thumb would graze Penny's bottom lip and Penny would be chasing that soft touch for more and more until she was inches from Winter's face.

This happened a few times a week. Gradually increasing in frequency as time further passed until finally Penny took action instead of reacting. The look and noise of surprise Winter expressed as her back hit the wall… As their lips finally met-

Winter groaned into the kiss, trying to match Penny's force but her self-restraint protocols were barely in effect. Every push was matched in strength and a little more until Winter pulled away. When Penny tried to follow again there was a some resistance so she stopped with a frustrated huff and pout.

"You…" Winter murmured weakly out of breath. She tried to move but Penny wasn't finished. She firmly placed her hands on Winter's chest and pushed her back. Winter smiled, head against the wall with a laugh. Penny licked her lips. The sensation of touch was still new to her, her code always evolving as much as her hardware could allow and apparently after her first kiss with Aro the code readjusted. Or she never noticed her lips were just extremely sensitive. "Don't you to need to breathe?" She said with a laugh.

Penny archived the image before her. Specialist Winter Schnee, the perfect soldier disheveled in a dark hallway of the Polendina Facility, gasping for breath from a kiss when the women could fight off a small horde of Grimm without effort. Neck exposed… throat flexing with each breath and swallow…

The sensation, reaction, behaviors, it was all still foreign and Penny was craving more.

"This is definitely romantic affection," Penny whispered to herself. Perhaps her subconscious wanted Winter to hear it too. The smile on her lips was too addictive to be rewarding. She licked her lips trying to cherish the phantom sensation of Winter's lips on hers. But her skin was cool, soft, her Aura buzzing and alive against Penny's artificial skin. When Penny leaned in again, Winter was much more firm in stopping her with an index finger pushing on Penny's lips.

"Slow," Winter whispered in her ear. "We have two other partners to dance with."

"As of right now, I'd rather have them watch," Penny said with a frustrated pout. She blew the hot air building within her onto Winter's neck. Penny wasn't satisfied with the shiver that ran through Winter but considering all the new behaviors and reactions Penny discovered it was… close enough.

Penny did notice May and Winter took them much more seriously during training. They capitalized on every opening but didn't do enough damage to end the fight. It slowly became a test of endurance, one that Penny would win if Winter's didn't have a _Glyph_ for every occasion. It created so many variables it was frying Penny's processors and slowing her reaction time. It was not the way Winter's chest rise and fell, or the flush of exhaustion rising coloring her pale skin.

Penny smothered that line of inquires, sorting them for later and attacked again. During the rare moments Penny was able to keep up, Winter would use _Time Dilation_ on herself or her summons.

"Agh!" A pack of blue and white Beowolves rushed at her. One shoulder slamming into her back. Penny felt the sharp pressure around her ankle. A shot from all fourteen guns of _Floating Array_ freed her. Temporarily. The rest of the pack descended on the metal women suspended in air. Penny recalibrated her next shot, lengthening the duration. It wasn't powerful, there was no time to charge it as the rest of the pack lunged. Weak but steady streams hit the second and third summons with just enough force to throw them off trajectory.

Within fractions of a second Winter redirected the fourth and fifth beowolves. Glancing blows didn't slow their advancement. Claws white and misting blue nearly effulged her vision-

"Denied!"

Penny gasped, her body suddenly pulled down. Months ago her code wasn't advance enough to feel wind breezing past her face as those sharp claws swiped inches out of reach. Aro's arms wrapped around her. Penny braced for hard impact but her gyrostabilizer couldn't detect the ground. Mix signals of false inputs confused her but she learned to ignore most of it. They'll have to upgrade it before they'd leave for the tournament.

"Marigold!" Winter gave a frustrated yell. She stiffen as the Huntress was suddenly by her side, out of breath.

"Her upgrades made her a faster, alright?" May complained.

"Upgrades are meant to improve performance," Penny said with a small giggle. She enjoyed contact from having her arms wrapped around Aro's shoulders before she was suddenly pulled her chest.

Penny watched as those new tattoos glow a dull purple. The same color as gravity Dust. Penny barely had time to brace herself as there was a sudden _increase_ in pressure. Even Aro grunted under the force. All around them, freshly summoned beowolves howled as they slammed into the ground, metal floor denting. Aro quickly released her teammate and Penny sprang off her thigh as soon as the gravity Dust was off. Before the beowolves recovered Penny sent her swords through them.

"You're assistance is much appreciated, Friend Aro!"

"We aren't done yet, Penn!" Aro crouched low. Combustion Dust locked in, a red and orange glow overpowering the passive purple. She smirked at their girlfriends. The elite graduates had recomposed themselves, giving them a combative stoic stare but a small and proud smile. Winter had only had one sword out but May was at her side, ready with the crossbowstaff. "We have a victory to secure against _Opponent Schnee and Marigold!"_ With a blast Aro was rocketing towards them.

Penny landed hard on her feet, the density of her body almost bending the metal tiles of the training room. She reconfigured _Floating Array._ Seven blades hovering close to her body while seven guns charged to join in the rush. With her passive gravity and combustion Dust chambered in, Aro is faster and much more agile than Penny. The metal women decided to strike second, taking advantage of whatever opening Aro's attack would create.

That problematic yellow glow of _Time Dilation_ shined under Winter. Aro immediately increased her speed, a massive blast of combustion and several smaller ones to increase velocity. _Floating Array_ roared like an engine, pushing Penny forward. She felt like she was chasing a bullet.

Suddenly Aro dodged in front of her, a black glyph under her previous path. "Good!" Winter said but she smirked as May appeared in a few feet in front of Aro, bayonet pointed at the hallow of Aro's collarbone. "It doesn't matter how fast you are if you're predictable!"

"Now do better!" May yelled.

Aro growled at her. Even with her gravity Dust, a sudden change of direction at the necessary speed to dogde was unlikely. Instead Aro suddenly reached back without looking. She grabbed Penny's blouse and threw her at May.

Penny felt an odd warp of gravity, like she was sling out of orbit. The huntress pair gasped, a black _Glyph_ appeared in front of May in time to catch Penny and halt her attack. _Time Dialation_ faded from their bodies as Winter rushed forward to protect May's flank as prosthetic limbs and hard-light blades collided with her sword. May helped Winter push the attack back before _Invisibility Field_ hid their retreat.

Penny was freed from the _Glyph_ and landed on her feet. She stepped forward to protect Aro's side. Despite all the training she was still the quickest to tire out. The civilian was already panting softly, sweat damping her skin and some even rolling down her neck. The steam venting from her legs didn't help. Penny angled her guns up and behind before cooling off half of _Floating Array._

Then they noticed a swirl of movement in the steam. Penny and Aro turned, looking up to defend or counter May or Winter's attack. Instead Fiona appeared from the steam and took the opening to punched Aro in the abdomen. The blades of Robyn's wrist mounted crossbow followed. In such tight quarters Penny didn't have the space to maneuver _Floating Array_. She was forced to dodge away from Aro.

"Hey- Hey!" Xanthic yelled running up to the fight. She waved the steam out of her face. "If this is turning into a four on four match instead of a one on one can we have a breather?" The hacker asked. Ciel was the final one to arrive, freeing Robyn's crossbow bolt out from her beret and putting it back on her head.

May dropped the _Invisibility Field._ The unauthorized and nearly rogue team of FRSM (Freshmint) stood besides their partners. Fiona with Robin and Winter with May, who was glaring at Xanthic's newest accessory. A halo with an inner transparent cover to show off the circuitry, it hovered around her head with gravity Dust.

"Sure… if we get to break that ugly thing," May said with a scowl.

"But it's actually really functional," Fiona protested softly. "I know… they… yeah. But they're forcefully stuck together so you two need get over it." Both May and Winter gave the tiny Faunus a fierce glare that had Penny flinching. She didn't even buckle, or challenged them back, just gave them a soft pleading look.

With the anarchist pair on opposing sides of APCX, it took a bit of left and right to see that their appearance made a matching set. Penny and Ciel gasped, both their eyes growing wide with realization. The anarchists attitudes foiled each other to near staged perfection, their interest greatly overlapped, their intelligence set them at odds with many peers their age. Lately their behaviors were far too similar as if bad habits were resurfacing. All the hostility May and Winter had towards Xanthic…

_Me and Glade have… history._ Penny remembered Xanthic telling her once.

"You two dated?!" Ciel and Penny asked the hacker. With the information Penny got from Winter and May… the one relationship that let nearly broke Aro's semblance, her voice was much… _much_ angrier than Ciel's. Penny could barely restrained her defensive protocals-

Xanthic sneered, cold and guarded. A look Penny previously thought as default and normal for her. "Dating is a nice word for horny ass teenagers."

Penny wasn't well practiced with negative emotions. They rarely surfaced in occasions where it was expected but _jealously_ and _anger_ caused her Aura to flare wildly. Several attack strategies, the instinct to defend Aurora bypassed several protocols.

But… Xanthic didn't move to defend. She only stared down Penny, challenging her… Without any real fight, Penny realized. They got along like they were friends… but how much of it was an act under _Focus?_

"I'm not punishing you for what you did to Aurora." Penny said looking away. She heard and saw the crackle of hard-light Dust. Her simulators could actually predict the defensive anger on her face but she tried to imagine the look of Ironwood's face. With the protective glass and bright lights in the control room, Penny could only make our his silhouette.

_You paired Aurora and_ Xanthic _together, sir._ Penny's fist clenched tight and she looked back Winter. She tried to give a comforting look but with all the restrictions from the Military it was conflicted and nearly pained. Then stoic in a way a soldier needed to be. Meanwhile, May was furious, all attention focused on Xanthic.

"Break's over!" Fiona called out. "Ready?"

"No…" Ciel and Penny muttered. Aro looked at them, resignation and sorrow odd with her glowing blue eyes. It seemed genuine but… everything did with _Focus_. "What's the plan?" Penny asked softly.

"Survive and look good doing it," Aro answered. Her voice was hallow. Penny's head turned to Aro so fast there was no way she could have missed it before she looked at Fiona. "APCX, ready!"

For the first time Penny couldn't focus on a fight. Her processors kept spinning the same information over and over again with no real goal. General Ironwood knew the damage between Aurora Glade and Ashley Xanthic and still paired them on a together.

Aro's gravity Dust manipulation kept rendered escape impossible. Xanthic's concentrated hard-light Dust weapons would take them out. It was an effortless and strategic show of force, picked to complement each other, just like how the Ace Operatives were handpicked to strength each other's abilities.

Months of training created an automated defense but when _Floating Array_ moved to cover Xanthic against May's crossbowstaff… She hesitated. The strangled and pained gasp, the shimmering Aura threatening to break at the sharp blade and pressure. Xanthic was lifted from the ground, grabbed by the throat and slammed down.

Penny only watched and she regretted it.

She quickly fixed her defensive priorities. Defending Aurora and keeping Xanthic away wasn't necessary right now. Neither was defending her… teammate Xanthic from opponent May. She was created, she wanted to _protect people_. Her swords angled in, blocking May's next strikes and pushing her back.

No offensive move was made from APCX until Ciel intervened, chakrams soring in. May set off the explosive Dust when she blocked. APCX regrouped at Xanthic's side. A pulse of gravity Dust brought lifted her back onto her feet.

"Why'd you stop her!" Xanthic scowled.

"Why didn't you attack?" Ciel asked.

"Because it was the right thing to do," Penny frowned at the pair.

"Discuss this later," Aro said in a commanding tone. They all stood, back to back looking around the empty training room as Aro and Xanthic tried to sense out the _Invisibility Field._

"You need a weapon," Ciel threw Aro an annoyed glance. "You're fast but they _know_ you. There's no way they'll engage in melee, you've just been chasing them."

"Too be fair I have been running from May and Winter for years," Aro mused lightly. Her teammates groaned at her and Aro only laughed and winked. The laugh was fake, it didn't have that rich rumble. Then Penny noticed an extra glow. Her eyes were bright, completely engulfed by _Focus_ but the tattoo was softly glowing. The ink had changed into a hard-light cyan color, raw Dust energy gathering bright between her horns. "And to be fair, they only know my life in _Atlas_. _"_ She said with an almost hallow evenness of her voice.

Grabbing the raw hard-light energy, Aro pulled out a long whip with a flourish. She ejected a fire Dust cartridge from her leg and applied it to the handle, changing the cyan glow to an ominous red. It traveled along the length on the next crack, a plum of fire bursting from the tip.

Fiona and May screamed, Winter and Robyn grunted. _Invisibility Field_ dropped to reveal them scrambling away from the blast. Fiona grabbed May and shook her a little, "Can you _not_ be a horny ass right now and _fight?!"_

"Sh-Shut it!" May scoffed, pushing the leader of FRSM off her. The four quickly disappeared again. Penny giggled. She saw a surprised look on all four elite graduates but a flush across Winter and May's face before they retreated.

"Aurora," Ciel sighed in annoyance, "Have you really been holding back all this time?"

Aro didn't answer. She just looked at the whip in her hands and twirled it lightly, winding up for another crack. Once again May screamed and raced to get out of the blast, _Invisibility Field_ faltering. Another crack and Winter was nearly sent sprawling to the ground. Apparently her Faunus traits allowed Aro to scent out the pair. Penny giggled at May and Winter's blush when Aro tapped her nose and winked.

With additional range support, APCX had a brief advantage. They focused on May and Winter, attacking them while Ciel kept Robyn and Fiona at bay with _Clockwork_ and her chakrams. Almost overwhelming them until a sudden buzzer sounded.

Penny frowned and looked at the board. No one took damage… but semblance and Dust used Aura. Aro's attack had drained her Aura to 10%, similarly Xanthic was low from her previous hits and highly charged attacks.

Aro walked to the waiting room. Without her support the fight quickly fell into FRSM favor. Xanthic was the next to fall, a powerful elbow from Winter felt a little personal.

Ciel and Penny turned their attacks to Robyn, determine to at least defeat _one_ of the elite graduates. But _Clockwork_ worked both worked with and against them. It was an AOE semblance, unable to tell the difference between friend and foe. Everything within the area slowed, including the projectiles _Floating Array_ fired.

When Ciel dropped the AOE, Robyn dodged or blocked the projectile. She laughed and shook her head, "That's right girls, chase the birdie." She beckoned the pair forward.

Out of FRSM, Robyn's semblance was the least threatening in combat. Sensible teams would try to take advantage of that. The elite graduates used that thinking to their advantage. Penny and Ciel stood back to back, scanning the empty room.

Penny didn't have Aro or Xanthic's sensory equipment. She didn't detect May or Winter in front of them until _Invisibility Field_ was deactivated. May's grin and heavy breaths was a sharp contrast to her partners even and stoic stare behind the saber pointed at Penny.

Penny took a deep breath and sighed, "APCX concedes." She said. Winter gave a small smile, a proud one that made the defeat and… revelations a little softer.

After a quick clean up Fiona rounded up everyone outside of Atlas. "Excellent work everyone! I'm glad you two are recovering from the upgrades." She smiled up at Aro and prounce a little at Xanthic to swipe up at the halo, making it wobble and spin.

Penny stood with May and Winter, trying not to glare at how well the two looked with their accessories. "This… explains your previous hostilities." Penny murmured. They watched Fiona continue to play with the halo until she completely pulled it from Xanthic's head. She laughed and ducked behind Aurora who laughed softly as the small Faunus deftly dodge the hacker's grabs. "Are they friends?"

"Fuck no!"

"That isn't your call, May." Robyn quickly chided. She lead Ciel to the polymerous trio even though the officer seemed reluctant to join. "They're stuck together and you two are making it worse."

"If it makes you two feel better…" Ciel nervously started, "They act more like brother and sisters." Penny nodded in agreement though she doesn't understand the full context of that phrase. It was definitely not romantic, platonic? Maybe. May and Winter looked unconvinced so Ciel smirked a little, "Xan is the younger brother with the inferiority complex."

"Fuck you!" Xanthic yelled at her. "I'm not inferior and I'm not fucking friends with any of you!" She said chasing a giggling sheep around a goat that was starting to get a little overwhelmed. Penny noticed for the first time _Focus_ was deactivated with Xanthic. She gave Penny a helpless stare.

Penny giggled and pulled her out of the circle. Without a barrier Xanthic quickly caught Fiona but her halo was absorbed into her semblance.

"Thyme! Give it back!"

"Never!" Fiona laughed trying to free herself as Xanthic started to vigorously shake her up and down.

May scoffed at the scene, "You two only like her because she steals for Mantle." She said glaring hard at her leader. Robyn didn't shrink. If anything she straightened her back and looked down at May.

"It's almost as if she's trying to atone."

"Fuck off!"

"May," Aro's voice was an odd type of commanding without _Focus._ It wasn't charismatic like Robyn but harder like Winter's. "Just be civil. You can hate her, forgive her, whatever." She shrugged. Then Aro smiled at Penny and linked their arms pressing herself tight to her partners side. She looked back at Winter who tried to retreat without losing grace. "We're stuck together because of Ironwood. No need to make it worse."

It took a while for Winter to meet Aro's gaze. She didn't speak right away. Instead she held her hand out towards Robyn who took it with _Lie Detector_ flaring at contact. "I would have stopped him if I had known," Winter said softly. It glowed green.

Aro looked at Penny for a second then away. Penny wanted to be an observer again. For a moment she didn't want to be reminded about the string of lies Ironwood had wrapped around her. Aro had looked at her with resignation Penny understood for all of her life.

"You would have tried to stop him," Penny corrected softly. In the end even Winter was under his command. A tense silence fell over the group. Even the atmosphere was a little quiet as the sunset and military life slowed. They heard Xanthic's footsteps as she walked up.

"We leave for one second and you idiots get all depressed. I didn't even give you guys bad news." Xanthic scowled. Fiona thrown over her shoulder but her halo back around her head. She threw her to Robyn who caught her with a smile.

"Fighting not enough of an exercise, lambchop?"

"That just got my blood pumping!" Fiona said with a large smile and ears wiggling. The two kissed briefly before Robyn set her down. She finally took in the mood and settled down a little, "Okay… so what did we miss?"

"Me and Penny should be asking that," Ciel said with a scowl, "What other secrets you have?"

Xanthic scowled at her. The familiar and faux hostility calming the tense air a little. Then Xanthic raised a brow and posed with a superior smirk, "I faked my death and like to fuck random girls in the dance floor."

Surprised glanced were immediately turned to Aurora who gave everyone a surprisingly fierce glare for how hard she blushed. "E-Excuse you?!"

"Here's a real secret," Xanthic said crossing her arms, "Ironwood has us leaving before the others." Everyone gave the polymerous couple a sympathetic look. The fight from May quickly dissolved into near defeat while Winter was growing furious.

"What," Winter scowled. "He didn't tell me anything."

"Wasn't the end of the last conversation all about how he doesn't _need_ to tell you shit?" Xanthic scoffed rolling her eyes. They landed hard on Penny, "Perhaps if _someone_ didn't start _something_ in the middle of a surveillance military facility Ironwood wouldn't have seen it."

"When?" May asked.

Xanthic gave her a confused glare, "When they made out in the hallway?"

"No!" May sputtered a little red from the statement and frustration. "When is APCX leaving you dumbass!"

"About two weeks from now. He was probably trying to spring this on us so me and Aro doesn't have time to prepare. Ironwood is sending us to Argus first for some maintenance work. Then we're to investigate the crimes going on in Vale."

Penny didn't really pay attention to Xanthic after the first sentence. She looked at May's scared eyes and Winter's conflicted glare. She could feel the resigned air around Aro, calming the normally excitable and happy women.

Their short time together continued to hang above their head even after getting ready for the night and nearly half an hour of restless cuddling on the bed. The huntresses were being rather selfish with their younger pairs. May held Aurora tightly to her, back turned to Winter and Penny. The Specialist ensured Penny was half laid on top of her, a hand brush over the nightgown… over where her belly button would be.

"Are you coming back…" May whispered. Penny nearly shot up and reached for her but Winter held her close. Penny shuffled, looking as Aro gently pressed May's back to the bed and hovered over her. Sea-green eyes gazed down back at gold ones, both valuable and scared. May turned away, trying to wipe tears from her face. "Ironwood, the SDC, _Atlas_ is slowly killing you-"

Gently Aurora took one of May's hands. She kissed the tears smeared across her finger tips and then guided it to her neck. May's hands slowly traced the tattoo. Her hands grew bolder, reassured by the deep purr Aurora let out. "What can I do if the ink on my skin isn't enough to show my devotion to you and the others…" She whispered.

May grabbed a horn and pulled her down to a kiss. Penny watched Aurora slowly calm May's desperate lips with her slow earnest ones. It didn't stop tears from salting their kisses but Penny could remember warmth and love behind it.

Winter's hand came up, cupping Penny's cheek and gently guiding her eyes back to her. Penny held Winter's hand, gaze on her neck. Part of her was scared to see tears spilling from the strongest amongst them. Slowly Winter's hand pulled Penny's face closer and closer, until their foreheads was touching and there was nowhere else to look besides blue defeated eyes. Penny almost wished she was crying instead.

"We won't ask you to come back to Atlas…" Winter said. Her hands drifting over her button-less belly. "But please promise me you and Aurora will take care of each other. No matter what you two decide."

Penny smiled, trying to lift Winter's mood. She wasn't quite sure it worked but Winter returned it with the small amount of energy she still had. "It _is_ my duty as her partner." Penny pointed out. Still she sealed the promise with a kiss.

Neither Aurora or Penny answered May's question.

_100% Complete._

_Timestamped: Day 363 since creation. Day 136 of APCX's formation. Approximately_ ██ _since PAWM_ ██████ █████

**Notes for the Chapter:**

> there was a masturbation scene some here but because of the damn rating i had to downgrade it to sexual tension >:(
> 
> squeals will most likely be explicit lol
> 
> forgot to mention! The lambchop nickname robyn uses for fiona is totally stolen from
> 
> [mylordsheacactus. GO READ HOOD ORNAMENT! it's one of my favs springthyme fics](https://archiveofourown.org/works/21807232)


	13. Part 2. Chapter 12

Approval Rate: Unnecessary. Error: Enemy Unknown. Archive Encrypted. Memory Defragmentation 100% Complete.

"Day 377," Penny said as the last words faded from her vision and her systems HUD disappeared. Her eyes telescoped, adjusting to her room rather than empty space.

The software maintenance ran a little longer than the estimated two hours. Though considering she was backing it up directly to a flash drive and encrypting it at the same time, it was within the acceptable margin of error. She detached herself from the maintenance station and set it on her folded cloths on her desk, waiting for instillation into Billy.

Sorrow and fear almost overwhelmed her for a moment. The last few days have been… sweet and sad. Aro kept PAWM's spirits up, _Focus_ almost fooling everyone about the time Ironwood had stolen from them.

Penny decided to focus on the memories that celebrated her 20th day of birth, according to the documents Xanthic had forged. Ciel looked rather annoyed that she was the youngest amongst the team was the most responsible. Aro and Xan corrected her statement as _morally_ responsible which only annoyed the officer further.

It was a small celebration within the Gym that consisted of APCX, the Happy Huntresses, Winter and Marrow. Penny learned that Aro stopped singing after her hearing was greatly impaired. Ciel greatly enjoyed drinking alcohol and nearly had Joanna's level of tolerance. Xanthic liked fruit and sweet alcohols but was forced to stick to virgin drinks due to her neural implants. May and Aro confessed that if they had to hand pick a man to date it would be Marrow, similarly several other anonymous confessions agreed, much to the man's embarrassment. Winter and Robyn accidentally kissed during one of their fake dates. Possibly one of the highlights of that night was Joanna drunkenly challenging Aurora to a fight and getting immediately grappled to the floor.

With a giggle returned to the maintenance station. Usually Penny would enter sleep mode during her monthly tune up. With the cord plugged directly into her core, it had direct permissions and access to any necessary systems it needed. But this time Penny caught her bare reflection in the metal walls.

Aro's favored nickname for May twisted Penny's power unit. _Doll._ That was exactly what Penny looked like, artificial skin bare of organic imperfections and far too smooth over her metal chassis. She didn't have muscles gave and flex like Aro's back or shoulders. Her body didn't tell a history with scars like Winter, or held secrets like May and Aurora. It was worse than a doll… even they had a belly button. Explicit dolls for adults could even be a substitute for intimate companionship-

Penny closed her eyes and immediately shut down that line of inquiries. During their remaining time together… even with an uncertain future, neither May or Winter was consciously pushing for sexual intercourse. In private and… faux private spaces; Aurora's physical affection could easily overwhelm their judgment, May's sweet behavior melted into something heated, or Winter would just tease and prod one of them until Aurora or Penny's unpracticed restraint broke, but it never gotten far enough to be inappropriate. It was clear they all wanted to continue but the limited time they had left always soured the mood.

Her girlfriends had also reassured her that sex was an added benefit of a romantic relationship. She didn't need to directly participate, they would be happy if she was in the same room watching, talking, or even left altogether. They only request she'd join in the 'post orgasm cuddles' as Aro put it.

Considering Penny's fascination with their reactions… Observing is within her capabilities, at the very least.

Penny opened her eyes and watched the mechanical arm spin around her, slicing the artificial skin open with precision to only allow access to the panels of her chassis. As long as her core was intact, her body could be upgraded. Though… asking her father for such upgrades was… Perhaps Xanthic was a better alternative? If only she knew _how much_ of her body was metal.

For a moment Penny analyzed the benefits of directly defying the General's orders. Considering what the consequences had done to Aro and Xan, Penny immediately didn't get far in her list of benefits.

The upgrades were done almost too soon for Penny's liking. Another hour closer till departure. Penny went through the checks as if it would slow time.

Somehow her father had developed a small bio-fuel converter, allowing her to 'ingest' small meals. Penny tried it with one of Aro's sweets, a hard candy that would hold off her oral fixation during class and made her kisses taste sweet according to May and Winter. Penny still saw no need for any gustatory sensors, but she the act of rolling her jaw, clenching and moving her tongue was rather soothing and satisfying stim. She crunched it and swallowed the pieces. There was no feeling of anything entering her systems, but no alarm that anything went wrong either.

Her coolant system was drained, radiator equipped with some ice Dust infused metal, and coolant system refilled with a mixture of more ice Dust. Apparently it was organic friendly and Aura reacting, as it was the same coolant flowing through her teammates.

Her joints were equipped to withstand more impact that better suited Penny and Aro's fighting style. The only thing Penny could not test was her new gyroscope. Her partner's Dust manipulation far exceeded any military equipment Atlas or any kingdom had. She could only hope it could withstand her partner's constant fluctuating field. Though… if it failed she would need emergency work from Aro and Xan which would lead to them discovering her synthetic nature… and Ironwood would tighten his control over the pair. Penny desperately hoped her upgraded gyroscope worked as intended.

The last, but perhaps most important change was the belly button on her feature. Her fingers brushed over it, programing reading the indent as damage so she quickly rewrote the code to ignore her new belly button.

"Penny?" Dr. Pietro called through the door. A knock followed shortly after. "It's… time." He said softly.

"Be right there!" Penny called out. She slipped into her first layers for human modesty and then her stockings followed lastly by her dress and shoes. She tucked the flash drive into a pocket and opened the door.

Dr. Pietro gave her a bright smile and hug. Xanthic's robots gave a deep and polite bow before walking in and taking her luggage. Dr. Pietro's chair walked around Penny doing a mock inspection that settled his curiosity than anything.

"Upgrades working?"

"Yes, sir!" Penny chirped, rolling to the balls on her feet. "Everything is in optimal levels," She saluted playfully.

Dr. Pietro laughed and lead her out of her room and into elevator to the exit… The walls where she spent her first seven months were nearly foreign to her. Has it always been so silent and… stagnate? The only warmth and comfort of this place was from her father. So Penny smiled and kept her attention on him, and the three little box on his lap.

"What's that?"

"It's uh…" Dr. Pietro laughed a little nervously, "For Ms. Soleil and Ms. Xanthic. An upgraded model of her eyes, some modifications to Ms. Soleil's chakrams, and…Extra disk and memory storages for you. You've grown faster than I anticipated due to being exposed to a… wide array of characters so suddenly."

Penny giggled behind a hand. The immediate image her simulators created was Xanthic arguing with everyone. The level of hostility is heavily depended on her level of boredom. She prevents herself from truly habituating to her environment, always causing trouble though lately she'd been too focus on passing her… responsibilities to the Happy Huntresses.

Her father smiled brightly at her reaction, "So Team APCX is doing well? I was rather worried at first…"

"Oh, please do not worry! It's been absolutely wonderful!" Penny smiled. She felt her Aura stir in the chest from the near lie she told. Eventually Penny blurted out, “It was… hard. At first. But not anymore!”

Dr. Pietro smiled. "That's a relief. It's a shame APCX is leaving just as Ms. Marigold and Ms. Xanthic started to get along again."

"… Again?" Penny asked.

"Oh yes! Before Ms. Xanthic changed her name and-" A loud crash just beyond the front doors interrupted her father.

"Her _what horns?!"_

"I'm running on 3 hours of sleep, I'm sorry it just slipped!"

"Hide behind me again and I _will Slow_ you," Ciel threatened.

The doors opened to reveal a small group of people. Her team, the Specialist supposedly advising them, and finally the Happy Huntresses. Of course the commotion would be caused by May and Xanthic. The hacker was surprisingly nimble, weaving through the small crowd when May looked like she was ready to strangle her. Or shoot her, Penny corrected as May knelt down, one half of her crossbowstaff aimed at Xanthic.

The hacker had run from the crowd and blindly towards the Polendinas. In a burst of gravity Dust she floated up before colliding with them. Aro waved at her former mentor and his daughter.

"Salutations Aurora!" Penny smiled launching herself into her partners arms. Her gyroscope kept track of the ground and the lazy twirls weren't as disorientating. She found herself seated in Aro's crossed legs, floating in the air for a moment while their foreheads was pressed together. Penny savored watching the slow way her eyes dimmed as _Focus_ slept.

"Salutations, Penn." Aro whispered with a happy purr.

"He… Hello, Dr. Pietro." May muttered rising to her feet. She quickly trying to hide her weapon behind her back. Even fully retracted it still peeked from her shoulders. She walked to Xanthic and stiffly set her on the ground, awkwardly smoothing out the hacker's clothing she may or may not have ruffled.

"Perhaps I spoke too soon," Dr. Pietro said with a sigh. He gave the two disappointed looks. The two hotheaded bluenettes both flinched, the fight suddenly gone. May retreated behind Winter who laughed softly. Her father quickly approached Xanthic and Ciel before the hacker could flee too and presented her gift, "I know you said you didn't want to change your eyes but… here is a version of the model you have. Same look, some new features."

"… Thanks, Dr. Pietro."

Aurora finally settled down and their feet finally returned to solid ground. Penny looked at Winter, ready to approach her but the Happy Huntresses intercepted. Fiona hugged her first but Joanna swept her up in a hug.

"We're gonna miss you Penny!" Fiona said, voice a little flat from the pressure Joanna was applying.

"You're such a rare flower in this cold _, cold kingdom_ ," Joanna yelled glaring at Winter and May. Judging by their tentative glances at Xanthic it was because they were still at odds with her.

"Yeah, Swords. You really have a habit of livening the place up," Robyn said. As always the leader was much calmer than her team and settled for patting her head and straightening her bow. "Take care of Aro?"

"Don't you mean, _Aro take care of her?"_ Aurora asked with a small pout.

"Your civilian ass needs all the help you can get," Fiona teased. Aro rolled her eyes and let herself be pulled into a hug. When Joanna let go Fiona had somehow switched her hug from Penny to Aro. "Be good okay! Remember to eat all three meals, and to sleep. Don't set buildings on fire! Unless…"

"They are SDC assholes." Aro finished with a laugh. After another affectionate nuzzle Fiona jumped off and started to prounce towards Xanthic and Ciel. The officer quickly intercepted Fiona's grabby hands. Aro gestured towards May and Winter, "Go on, I've… said my byes."

"Did… did you ever answer May's question?"

"I'm not leaving her," Aurora answered quickly but calmly. Her sea-green eyes shined with tears that didn't want to fall. "Never her. Atlas on the other hand…" She held the statement in her mouth with a distasteful growl.

"A lot can happen in four months," Joanna said patting her shoulder. " _Platinum_ for example," She said with a large grin. Aurora blushed, glancing away. Penny could feel her Aura stir up some heat within her.

"Maybe we can turn it into a place you'll actually come back too?" Robyn offered. The leader gave Penny a charismatic smile, "Go on, Swords. May is patient when she wants to be but make her wait any longer and she might cry." Penny nodded waving the women bye as she approached Winter and May.

"Sorry but… can you go over Sector 17 again?" Joanna asked a little timidly.

"17 is mostly Xan's responsibility though it heavily overlaps with 18 due to their high Faunus population." Aro explained calmly. "A lot of family from the mines, a lot of heating leaks, not enough lien…"

Penny tuned out their conversation when May rushed forward, pulling her into a hug. Penny was a little surprised at how she lifted her off the ground and carried her onto the airship. Out of sight from her father, May gave her a proper kiss. Her kisses were always the most chaste, sweet and smiling. This time Penny could feel a heated desperation like the one she witness between her and Aro two weeks ago. Penny tried to quell it, holding her face and meeting the kiss just as hard.

When May had to breath Penny pulled back and was returned to the ground. A soft chilled hand drifted to Penny's cheek, guiding her eyes up. Away from the cameras and in the privacy of the airship, Winter's military façade fell away to a sad and resigned lover.

While Winter didn't literally sweep Penny off her feet like Aro could the way that Winter would cradle her cheek and tilt her chin up would had the same effect. Penny rolled onto her toes and she'd forget to breath. Winter's lips may be the coldest of the three but that only made Penny chase her more. Eventually Winter pulled back to breath and the two huntresses held Penny tight for a moment.

"Aurora said you two had a gift for us?" Winter said.

"Oh yes!" Penny smiled. She dipped into the cockpit for a second, looking under the seats. With her sharp eyes she barely made out the slumbering mechanical pet. She picked it up and set it down at May and Winter's feet. To them it appeared as a roughly shaped metal rectangle with some fur on top. Their suspicions eased when Penny opened a hidden panel on the back of his neck and inserted the flash drive into it. Slowly the goat horns extended out from his head, "Billy 2.0!" She said with a large smile.

He was no longer a pocket sized mechanical pet but stood near the same height of a medium dog. Aurora modeled his appearance after the Kiko goat native to island areas, such as Menagerie. The top was covered with fur that tapered to make it look like it had a metal underbelly and sides. Billy's new chassis was retractable, malleable or layered. He stretched, the fur moving and metal shifting in a way that mimicked organic flesh to a jealous degree.

Upon seeing Penny the no-longer-tiny-goat happily prounced, his speakers bleating. Then he looked up to Winter and May, head tilting side to side as hard-light question marks popped up next to his head.

Whenever Aro or Xan wasn't preparing the Happy Huntresses to take over the responsibilities and… less reputable activities, they helped Penny upgrade Billy. Xanthic altered an unused AI core with intelligence far greater than even the most intelligent bred dogs.

Ciel had offer to test it at her place in Mantle to keep the others from finding it. During testing Billy was able to correctly clean the floor, return an assortment of clothing and footwear to their proper places and work the dishwasher. Aro did the physical upgrades and because of their preference for Dust, equipped Billy with a cuddle warming function and the hard-light emotes.

May gasped, eyes wide. "That's so… cute!"

Hearts appeared next and Billy did a little happy dance. He nuzzled her legs affectionately. Billy made shook his head at her and clomped his feet when May didn't respond. A hard-light instructional picture of 'How to pet animals' popped up and Billy wiggled his head and ears expectantly. "Wow… what a brat," May said. She finally pet him and he danced happily again.

He wandered back to Winter blinking expectantly. Penny giggled at her face. The Specialist looked down at it a little confused, conflicted, and surprisingly overwhelmed. Tentatively she knelt down and held out a hand to which Billy immediately nuzzled against.

"… His fur is soft." Winter murmured in surprised. "I've always wanted a pet as a kid. I was thinking about getting one after graduation but never had time."

"Don't worry, as a completely inorganic entity his needs are minimal." Penny said.

"But he still has needs?" Winter asked a little amused. She was a little shocked when Billy nodded his heads. A few images appeared by his head. It consisted of sleeping, more petting, and walking.

At the sound of someone approaching, Winter immediately slipped back into her military persona. It was disheartening, but adorably so when Billy threw a small fit at the lack of attention and headbutted Winter's leg softly. Her composure broke a little, looking down at her new pet.

Aro laughed at the entrance, "He's also too smart for his own good," She said. Winter's façade melted into a sad smile. She readily accepted Aurora embrace as she wrapped her arms around Winter's neck. The two shared a content smile before Aro leaned up for a quick kiss… but considering how Aurora likes to expose as much as that tattoo as possible Winter followed and pushed until her back was against the wall.

Penny saw a flash of teeth as it sunk into Aro's bottom lip. The Faunus tried to stifle a groan, ears fluttering a bout. It was only when Winter's hands grasp the clothing tight under Aro's breast did May and Penny intervene.

"Ahem," May cleared her throat. Winter pulled back and looked down at the disheveled former businesswomen. There was an unmistakable blush outlining her cheeks and blossoming on her chest, creating a lovely contrast with her tattoos. Her lips were a little swollen with the kiss. With a satisfied hum Winter stepped back leaving Aro dazed enough to slide down the wall a few inches.

"Come, Billy." Winter said guiding him off the ship. She did give Penny one more kiss, a tinder one to the inside of her wrist before finally leaving the airship. Penny heard Fiona and let out a gasp and tiny squeals and she knew Billy was dancing and bleating at her. May laughed at Aro, pressing their foreheads together as she helping the Faunus to the pilot seat and straightening out her clothes.

Similarly May stole one more kiss with Penny, lingering as much as possible before she heard Xanthic and Ciel walk up the ramp. The two Spymasters frowned at each other. Xanthic smirked, "Please keep Fiona from burning sector three to the ground. They have the most racist clubs."

"I… make no promises," May mumbled. The huntress gave Ciel a much more civil farewell and left, giving Penny and Aurora a longing glance.

"First stop, Argus," Aro said. "Next stop Beacon." The airship lifted off but hesitated. From the windows they saw May quickly wiping her tears, a broken smile on her face as she waved them off with one hand, the other hand tightly holding Winter's. Winter was much calmer, a somber smile and a small playful salute bye.

Penny wrapped her arms around Aro, careful not to jostle her control over the ship. The pair blew their girlfriends a kiss before finally rising in altitude, seeing a real smile break over May and Winter's face even if the pair was a little embarrassed. With a sad sigh Penny took her rightful place in the co-pilot seat. Aurora put on some soft house music.

At first the flight was tense and sad. When it droned on to long Xanthic made an displeased noise and stood to hover at the cockpit. "You know I hate tension unless I'm the cause of it. So fucking quit it."

"Sorry if I'm sad that I needed to leave the women I've been in love with for years!" Aro snapped back, eyes flashing. Penny and Ciel was a little taken back by the vicious anger. Penny had a hard time recalling a similar outburst, but the one with Turk filtered in.

Xanthic had known her… and dating her- and wasn't fazed. She merely posed against the metal frame and raised a brow. The hacker let the radio roll on for a bit while Aro slowly simmered down. Penny watched with a small smile as Aro's words finally registered and a blush appeared on her cheeks. "… You did tell her, right? That you loved her?"

There was a whine as Aro sunk into her seat a little. "No…" Xanthic looked at Penny for confirmation. Penny wrinkled her nose, trying to remember a direct declaration of love. There were many acts and words that shown it but nothing explicit. Penny shook her head.

"Too be fair action speaks louder than words," Ciel said. Penny glanced behind and Xanthic moved a little so she could see the officer. Ciel was laid back flicking through the TV for something to watch. She stopped at a station committed to celebrities and gossip. They flicked through several pictures of Aro draped on May, their arms linked together, or trying to taunt the women into a kiss. A few of them involved hand holding with Penny, arms wrapped around her shoulder or a calm and affectionate smile… it seemed to be in a much more platonic perspective when compared with May.

"You obviously love all of them." Ciel said. She finally clicked past the gossip stations. There was nothing about Winter's romantic life. Penny looked at Xanthic who met her eyes with an unspoken challenge.

Xanthic broke it first, looking back at Aro, "You should have just gotten her name tattooed on your ass cuz she _clearly_ owns it."

"How crass, there's two other people," Ciel's eyes lazily shifted to Penny, acting as if it was an afterthought she just remembered. "A collar is much more versatile."

Aro made odd whines and the two chuckled at their leader's expense. Satisfied with the change in mood Xanthic laid down on the sofa, feet up in Ciel's lap. The officer glared but didn't entertain the hacker with a fight or argument and continued flicking through something to watch.

Penny finally decided to have a fluid stance on the hacker's attitude and behavior. There were a few times Penny was grateful for her need to be the center of attention and urge to keep things from habituating. Penny gladly added this occasion to the list.

The flight to Argus was faster than projected, but they were in a nonstandard airship built by one of the greatest minds in Atlas. As the bay doors open and light filled the airship Penny had a sudden realization.

"I'm on a different continent…" She whispered softly.

"First time out of Solitas?" Aro asked. Penny grinned up at her and bounced in place. The Faunus smiled and took her hand. Before APCX stepped out _Focus_ woke up and shined through her pupils. "I promise to make up for Cordovin."

Penny frowned. It took a moment for Penny's systems to access her preinstalled data and scroll down the list of Specialist to find Caroline Cordovin. A long list of… notes, were hidden under high level credentials.

"Ms. Aurora Glade!" The women greeted just as APCX stepped off the ramp. Penny smiled politely down at the women, but she didn't have the magical concentration _Focus_ gave Aurora. Ciel and Xanthic openly scowled at the next words that bellowed from the tiny women, "The shining jewel of what Atlas could bring to the world!"

Glancing at her partner, Penny saw _Focus_ flash, reattuning for a subservient role in this conversation. Aurora laughed gently, scratching the back of her head in faux embarrassment. There was no blush and no flittering ears. Instead she was trying to fluff out her hair to appear softer. Despite the buzz on the sides of her head, Aro's hair was still thick enough to accomplish that.

"Oh and _company,"_ Cordovin added, gaze lingering with distant at where Aro and Penny's hands intertwined.

"Team APCX," Xanthic quickly correct. Cordovin just waved the hacker off leaving her to scowl in open surprise. Ciel and Penny tried not to snicker or giggle at her face.

"Thank you, Specialist Cordovin." Aro said, business voice smooth and low. "I will ensure your compliments reach my former mentor on my next return to Atlas."

Cordovin smiled brightly and seemed to preen. "Of course you will! A civilized Faunus like you knows proper etiquette." Penny moved racism to the top of Cordovin's… notes.

"Ms. Glade!" A civilian with tangled mess of clearance badges and other tags ran up to her, followed closely by two of guards. "A moment of your time… or hour," CCT Technician Terra Cotta asked, pushing up her glasses.

"Sorry ma'am. You lack the proper clearance levels for this area-"

Aurora interrupted the guard with a gentle laugh, but the hand in front of her face seemed to hid baring fangs. "Military still giving you issues?"

"Ms. Glade had far more pressing matters she needs to is scheduled to be attending," Cordovin snapped. With a wave of her hands the guards cornered the technician.

"I'm sure Iron, G-General Ironwood," Aro quickly correct, _Focus_ briefly flashing at full potential before shrinking down to her pupils again. "Would greatly approve of any measure taken to avoid a communication failure between Kingdoms." She said demurely. Penny must have been making a face because Xanthic and Ciel tried to hide their snickering.

"Hmm…" Cordovin rubbed her chin in thought. "Very well. Just remember you’re _true_ purpose here, Ms. Glade."

"To help protect Atlas and her people outside the kingdom." Aro gave a graceful bow. Penny looked to the sharp tips of the horns that glistened in the sunlight. "How could I ever forget about the Kingdom that has done so much _to me."_

Of course Cordovin wasn't tactile enough to notice the words. Penny smiled with some satisfaction as the women seemed content and turned to leave. After all military personal followed their leader away, Aro straightened. APCX and the technician laughed softly, _Focus_ vanished and soft snarling expression on curling Aro's lips.

Terra snorted, "Come on, let's get you and your friends out of here." She said leading them to the gates away from the Atlesian military base.

"We aren't friends," Xanthic quickly protested crossing her arms.

Terra gave a teasing smile, looking at the halo and horns "Girlfrie…" Her words drifted off as she finally noticed Penny and Aro's intertwined hands. Possibly because Penny purposely pulled Aurora closer and her face may have been in an angry pout. "R-Right… teammates!" Terra quickly turned around trying to hide the panic look across her face. "Sorry. Aro always had a thing for blue hair and… you kind of remind me of Silvio Watts…"

Penny hummed angrily, glaring up at the halo. Aro laughed softly, giving her an affectionate and reassuring nuzzle. Followed by a kiss when Penny pressed their lips together.

"Actually Terra… Xanthic is more than capable of helping you with the CCT issues," Aro said. Terra raised a skeptical brow at Xanthic. The technician seemed unnerved by the way her prosthetic eyes stared back. "She's kind of… an unofficial protégée of Author Watts."

"How did you manage that?" Terra asked Xanthic. "Dr. Watts only took on his nephew and just barely. He was so hard on that poor boy."

Xanthic blinked slowly at her. "Good thing the dead can't stop people from rifling through their research," She responded coldly. Terra gave Aro an alarmed and concerned look and she gave a shrug of her muscular shoulders.

Ciel gave Penny an amused smile. "Never a dull moment with the anarchist."

"What? A new school and kingdom not entertaining enough for you," Xanthic said with an offended drawl. "At this point you should pay me for being your personal entertainment."

"I'm not paying for a shitty escort."

"Bitch, did you just…"

Penny smiled, rolling her eyes at the pair and looked around to take in the sites. Once away from the military base, she could clearly see the mixture of cultures. The buildings looked to be Minstral with Atlas functionality added in. Penny rested her head against Aro's shoulder and enjoyed the kiss to her head.

_Day 1 away from Atlas. Day 1 free from General Ironwood._

With a grin and a nervous laugh Penny pulled Aurora forward, to explore the new city.

**Notes for the Chapter:**

> and thus concludes the first arc for Toy Soldiers!! Thank you so much for reading and special thank you to the commentators and kudos! Feedback always helps with motivation.
> 
> The rest of the series will probably be explicit cuz as you can probably tell i was getting rather frustrated that i couldnt write actual porn lmao. next arc is called "Split Armature" and takes place during vol 2-3 and will have much more angst.
> 
> it will probably be a while till the second arc comes out so subscribe to the series to keep reading!

**Author's Note:**

> edit 12/7/2020: Edited to include more references to Show Your Teeth (the prequel)
> 
> edit 6/27/20: No edits to the work but a small announcement. made a side blog for this series! Writing prompts and request are open so feel free to send an ask there.
> 
> https://toysoldiers-rwby.tumblr.com/
> 
> \- Below is outdated -  
> I'll add whatever i think is important like chapter art, scene illustrations, character designs on AO3 but lil other things sketches, doodles, spoilers (pinup of Penny 2.0) will be on tumblr. https://pink-wisp.tumblr.com/search/cutting+strings


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